FT 493, 487, 2001-01-19

FT 493
487, 2001-01-19

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Registration No. 333-53744
1940 Act No. 811-05903

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

Amendment No. 1 to Form S-6

FOR REGISTRATION UNDER THE SECURITIES ACT OF 1933 OF SECURITIES
OF UNIT INVESTMENT TRUSTS REGISTERED ON FORM N-8B-2

A. Exact name of trust:

FT 493

B. Name of depositor:

NIKE SECURITIES L.P.

C. Complete address of depositor's principal executive offices:

1001 Warrenville Road
Lisle, Illinois 60532

D. Name and complete address of agents for service:

Copy to:
JAMES A. BOWEN ERIC F. FESS
c/o Nike Securities L.P. c/o Chapman and Cutler
1001 Warrenville Road 111 West Monroe Street
Lisle, Illinois 60532 Chicago, Illinois 60603

E. Title of Securities Being Registered:

An indefinite number of Units pursuant to Rule 24f-2
promulgated under the Investment Company Act of 1940, as
amended

F. Approximate date of proposed sale to public:

As soon as practicable after the effective date of the
Registration Statement.

|XXX|Check box if it is proposed that this filing will become
effective on January 19, 2001 at 2:00 p.m. pursuant to Rule 487.

________________________________

Value Line(R) 100 #1 Ranks Portfolio Series

FT 493

FT 493 is a series of a unit investment trust, the FT Series. FT 493
consists of a single portfolio known as Value Line(R) 100 #1 Ranks
Portfolio Series (the "Trust"). The Trust invests in a diversified
portfolio of the 100 common stocks ("Securities") which Value Line(R)
gives a #1 ranking for Timeliness(TM) as of January 12, 2001. The Trust
seeks to provide above-average capital appreciation.

THE SECURITIES AND EXCHANGE COMMISSION HAS NOT APPROVED OR DISAPPROVED
OF THESE SECURITIES OR PASSED UPON THE ADEQUACY OF THIS PROSPECTUS. ANY
REPRESENTATION TO THE CONTRARY IS A CRIMINAL OFFENSE.

First Trust (R)

1-800-621-9533

The date of this prospectus is January 19, 2001

Page 1

Table of Contents

Summary of Essential Information 3
Fee Table 4
Report of Independent Auditors 5
Statement of Net Assets 6
Schedule of Investments 7
The FT Series 10
Portfolio 10
Risk Factors 11
Hypothetical Price Appreciation Information 13
Public Offering 13
Distribution of Units 16
The Sponsor's Profits 17
The Secondary Market 17
How We Purchase Units 17
Expenses and Charges 17
Tax Status 18
Retirement Plans 20
Rights of Unit Holders 20
Income and Capital Distributions 21
Redeeming Your Units 21
Investing in a New Trust 22
Removing Securities from the Trust 23
Amending or Terminating the Indenture 24
Information on the Sponsor, Trustee and Evaluator 25
Other Information 26

Page 2

Summary of Essential Information

Value Line(R) 100 #1 Ranks Portfolio Series
FT 493

At the Opening of Business on the
Initial Date of Deposit-January 19, 2001

Sponsor: Nike Securities L.P.
Trustee: The Chase Manhattan Bank
Evaluator: First Trust Advisors L.P.

<TABLE>
<CAPTION>
<S> <C>
Initial Number of Units (1) 15,027
Fractional Undivided Interest in the Trust per Unit (1) 1/15,027
Public Offering Price:
Aggregate Offering Price Evaluation of Securities per Unit (2) $ 9.900
Maximum Transactional Sales Charge of 2.65% of the Public Offering Price per Unit
(2.677% of the net amount invested, exclusive of the deferred sales charge) (3) $ .265
Less Deferred Sales Charge per Unit $ (.165)
Public Offering Price per Unit (4) $ 10.000
Sponsor's Initial Repurchase Price per Unit (5) $ 9.735
Redemption Price per Unit
(based on aggregate underlying value of Securities less the deferred sales charge) (5) $ 9.735
Cash CUSIP Number 30266A 269
Reinvestment CUSIP Number 30266A 277
Fee Accounts Cash CUSIP Number 30266A 285
Fee Accounts Reinvestment CUSIP Number 30266A 293
Security Code 60332
Ticker Symbol TBA
</TABLE>

<TABLE>
<CAPTION>
<S> <C>
First Settlement Date January 24, 2001
Rollover Notification Date March 15, 2002
Special Redemption and Liquidation Period April 1, 2002 to April 19, 2002
Mandatory Termination Date (6) April 19, 2002
Income Distribution Record Date Fifteenth day of June and December, commencing June 15, 2001.
Income Distribution Date (7) Last day of June and December, commencing June 30, 2001.

__________________

<FN>
(1) As of the close of business on the Initial Date of Deposit, we may
adjust the number of Units of the Trust so that the Public Offering
Price per Unit will equal approximately $10.00. If we make such an
adjustment, the fractional undivided interest per Unit will vary from
the amount indicated above.

(2) Each listed Security is valued at its last closing sale price on the
relevant stock exchange on the business day prior to the Initial Date of
Deposit. If a Security is not listed, or if no closing sale price
exists, it is valued at its closing ask price. The value of foreign
Securities trading in non-U.S. currencies is determined by converting
the value of such Securities to their U.S. dollar equivalent based on
the offering side of the currency exchange rate for the currency in
which a Security is generally denominated at the Evaluation Time on the
business day prior to the Initial Date of Deposit. Evaluations for
purposes of determining the purchase, sale or redemption price of Units
are made as of the close of trading on the New York Stock Exchange
("NYSE") (generally 4:00 p.m. Eastern time) on each day on which it is
open (the "Evaluation Time").

(3) The maximum transactional sales charge consists of an initial sales
charge and a deferred sales charge, but does not include the creation
and development fee. See "Fee Table" and "Public Offering."

(4) The Public Offering Price shown above reflects the value of the
Securities on the business day prior to the Initial Date of Deposit. No
investor will purchase Units at this price. The price you pay for your
Units will be based on their valuation at the Evaluation Time on the
date you purchase your Units. On the Initial Date of Deposit the Public
Offering Price per Unit will not include any accumulated dividends on
the Securities. After this date, a pro rata share of any accumulated
dividends on the Securities will be included.

(5) Until the earlier of six months after the Initial Date of Deposit or
the end of the initial offering period, the Sponsor's Initial Repurchase
Price per Unit and Redemption Price per Unit will include the estimated
organization costs per Unit set forth under "Fee Table." After such
date, the Sponsor's Initial Repurchase Price per Unit and Redemption
Price per Unit will not include such estimated organization costs. See
"Redeeming Your Units."

(6) See "Amending or Terminating the Indenture."

(7) At the Rollover Notification Date for Rollover Unit holders or upon
termination of the Trust for Remaining Unit holders, amounts in the
Income Account (which consist of dividends on the Securities) will be
included in amounts distributed to you. We will distribute money from
the Capital Account monthly on the last day of each month to Unit
holders of record on the fifteenth day of such month if the amount
available for distribution equals at least $1.00 per 100 Units. In any
case, we will distribute any funds in the Capital Account as part of the
final liquidation distribution.
</FN>
</TABLE>

Page 3

Fee Table

This Fee Table describes the fees and expenses that you may, directly or
indirectly, pay if you buy and hold Units of the Trust. See "Public
Offering" and "Expenses and Charges." Although the Trust has a term of
approximately 15 months and is a unit investment trust rather than a
mutual fund, this information allows you to compare fees.

<TABLE>
<CAPTION>
Amount
per Unit
________
<S> <C> <C>
Unit Holder Sales Fees (as a percentage of public offering price)

Maximum Sales Charge

Initial sales charge 1.00%(a) $.100
Deferred sales charge 1.65%(b) $.165
Creation and development fee cap over the life of the Trust 0.30%(c) $.030
_______ _______
(the annual creation and development fee is .30% of average daily net assets for
the Trust, and is only charged while a Unit holder remains invested)
Maximum Sales Charges (including creation and development fee cap
over the life of the Trust) (c) 2.95% $.295
======= =======

Organization Costs (as a percentage of public offering price)
Estimated organization costs .225%(d) $.0225
======= =======
Estimated Annual Trust Operating Expenses(e)
(as a percentage of average net assets)
Portfolio supervision, bookkeeping, administrative and evaluation fees .080% $.0080
Trustee's fee and other operating expenses .219%(f) $.0218
_______ _______
Total .299% $.0298
======= =======

Example

This example is intended to help you compare the cost of investing in
the Trust with the cost of investing in other investment products. The
example assumes that you invest $10,000 in the Trust for the periods
shown and sell all your Units at the end of those periods. The example
also assumes a 5% return on your investment each year and that the
Trust's operating expenses stay the same. Although your actual costs may
vary, based on these assumptions your costs would be:

1 Year 3 Years 5 Years 10 Years
______ _______ _______ ________
$ 347 $ 856 $1,391 $2,850

The example assumes that the principal amount and distributions are
rolled annually into a New Trust, and you are subject to a reduced
transactional sales charge.

________________

<FN>
(a) The combination of the initial and deferred sales charge comprises
what we refer to as the "transactional sales charge." The initial sales
charge is actually equal to the difference between the maximum
transactional sales charge of 2.65% and any remaining deferred sales
charge.

(b) The deferred sales charge is a fixed dollar amount equal to $.165
per Unit which, as a percentage of the Public Offering Price, will vary
over time. The deferred sales charge will be deducted in ten monthly
installments commencing May 18, 2001.

(c) The creation and development fee compensates the Sponsor for
creating and developing the Trust. For as long as you own Units, this
fee will be accrued daily based on the Trust's net asset value at the
annual rate of .30%. You will only be charged the creation and
development fee while you own Units. The Trust pays the amount of any
accrued creation and development fee to the Sponsor monthly from the
Trust's assets. Because the creation and development fee is accrued
daily on the basis of the Trust's current net asset value, if the value
of your Units increases, the annual creation and development fee as a
percentage of your initial investment would be greater than .30%.
However, in no event will we collect over the life of the Trust more
than .30% of your initial investment.

(d) Estimated organization costs will be deducted from the assets of the
Trust at the earlier of six months after the Initial Date of Deposit or
the end of the initial offering period.

(e) Each of the fees listed herein is assessed on a fixed dollar amount
per Unit basis which, as a percentage of average net assets, will vary
over time.

(f) Other operating expenses include costs associated with a license fee
as described in "Expenses and Charges," but do not include brokerage
costs and other portfolio transaction fees. In certain circumstances the
Trust may incur additional expenses not set forth above. See "Expenses
and Charges."
</FN>
</TABLE>

Page 4

Report of Independent Auditors

The Sponsor, Nike Securities L.P., and Unit Holders
FT 493

We have audited the accompanying statement of net assets, including the
schedule of investments, of FT 493, comprised of the Value Line(R) 100
#1 Ranks Portfolio Series, as of the opening of business on January 19,
2001. This statement of net assets is the responsibility of the Trust's
Sponsor. Our responsibility is to express an opinion on this statement
of net assets based on our audit.

We conducted our audit in accordance with auditing standards generally
accepted in the United States. Those standards require that we plan and
perform the audit to obtain reasonable assurance about whether the
statement of net assets is free of material misstatement. An audit
includes examining, on a test basis, evidence supporting the amounts and
disclosures in the statement of net assets. Our procedures included
confirmation of the letter of credit held by the Trustee and deposited
in the Trust on January 19, 2001. An audit also includes assessing the
accounting principles used and significant estimates made by the
Sponsor, as well as evaluating the overall presentation of the statement
of net assets. We believe that our audit of the statement of net assets
provides a reasonable basis for our opinion.

In our opinion, the statement of net assets referred to above presents
fairly, in all material respects, the financial position of FT 493,
comprised of the Value Line(R) 100 #1 Ranks Portfolio Series, at the
opening of business on January 19, 2001 in conformity with accounting
principles generally accepted in the United States.

ERNST & YOUNG LLP

Chicago, Illinois
January 19, 2001

Page 5

Statement of Net Assets

Value Line(R) 100 #1 Ranks Portfolio Series
FT 493

At the Opening of Business on the
Initial Date of Deposit-January 19, 2001

<TABLE>
<CAPTION>
<S> <C>
NET ASSETS
Investment in Securities represented by purchase contracts (1) (2) $148,765
Less liability for reimbursement to Sponsor for organization costs (3) (338)
Less liability for deferred sales charge (4) (2,479)
________
Net assets $145,948
========
Units outstanding 15,027

ANALYSIS OF NET ASSETS
Cost to investors (5) $150,268
Less maximum transactional sales charge (5) (3,982)
Less estimated reimbursement to Sponsor for organization costs (3) (338)
________
Net assets $145,948
========

______________

<FN>
NOTES TO STATEMENT OF NET ASSETS

(1) Aggregate cost of the Securities listed under "Schedule of
Investments" is based on their aggregate underlying value.

(2) An irrevocable letter of credit issued by The Chase Manhattan Bank,
of which $200,000 will be allocated to the Trust, has been deposited
with the Trustee as collateral, covering the monies necessary for the
purchase of the Securities according to their purchase contracts.

(3) A portion of the Public Offering Price consists of an amount
sufficient to reimburse the Sponsor for all or a portion of the costs of
establishing the Trust. These costs have been estimated at $.0225 per
Unit. A payment will be made at the earlier of six months after the
Initial Date of Deposit or at the end of the initial offering period to
an account maintained by the Trustee from which the obligation of the
investors to the Sponsor will be satisfied. To the extent that actual
organization costs of the Trust are greater than the estimated amount,
only the estimated organization costs added to the Public Offering Price
will be reimbursed to the Sponsor and deducted from the assets of the
Trust.

(4) Represents the amount of mandatory deferred sales charge
distributions from the Trust ($.165 per Unit), payable to us in ten
equal monthly installments beginning on May 18, 2001 and on the
twentieth day of each month thereafter (or if such date is not a
business day, on the preceding business day) through February 20, 2002.
If you redeem Units before February 20, 2002 you will have to pay the
remaining amount of the deferred sales charge applicable to such Units
when you redeem them.

(5) The aggregate cost to investors in the Trust includes a maximum
transactional sales charge (comprised of an initial and a deferred sales
charge) computed at the rate of 2.65% of the Public Offering Price
(equivalent to 2.677% of the net amount invested, exclusive of the
deferred sales charge), assuming no reduction of the transactional sales
charge as set forth under "Public Offering."
</FN>
</TABLE>

Page 6

Schedule of Investments

Value Line(R) 100 #1 Ranks Portfolio Series
FT 493

At the Opening of Business on the
Initial Date of Deposit-January 19, 2001

<TABLE>
<CAPTION>
Percentage Market Cost of
Number Ticker Symbol and of Aggregate Value per Securities to
of Shares Name of Issuer of Securities (1) Offering Price Share the Trust (2)
______ _______________________________ ____________ _________ _____________
<C> <S> <C> <C> <C>
27 ADBE Adobe Systems Incorporated 1% $ 56.000 $ 1,512
49 ALSI Advantage Learning Systems, Inc. 1% 30.125 1,476
99 AW Allied Waste Industries, Inc. 1% 14.938 1,479
40 AZA ALZA Corporation 1% 37.563 1,503
30 AEOS American Eagle Outfitters, Inc. 1% 49.250 1,478
33 AAS AmeriSource Health Corporation (Class A) 1% 44.938 1,483
26 APC Anadarko Petroleum Corporation 1% 57.040 1,483
35 SLOT Anchor Gaming 1% 42.375 1,483
30 APOL Apollo Group, Inc. (Class A) 1% 49.000 1,470
19 ABI Applera Corporation-Applied Biosystems Group 1% 79.875 1,518
18 AMCC Applied Micro Circuits Corporation 1% 84.375 1,519
61 ABFS Arkansas Best Corporation 1% 24.375 1,487
25 BARZ BARRA, Inc. 1% 59.313 1,483
23 BEAS BEA Systems, Inc. 1% 63.375 1,458
32 BRR Barrett Resources Corporation 1% 46.125 1,476
34 BZH Beazer Homes USA, Inc. 1% 43.813 1,490
63 BBBY Bed Bath & Beyond Inc. 1% 23.625 1,488
47 BMET Biomet, Inc. 1% 31.625 1,486
39 BVF Biovail Corporation (3) 1% 38.160 1,488
106 CAE CN CAE, Inc. (4) 1% 14.042 1,488
16 CAH Cardinal Health, Inc. 1% 94.563 1,513
118 CMX Caremark Rx, Inc. 1% 12.625 1,490
36 CAKE The Cheesecake Factory Incorporated 1% 41.625 1,498
43 CRUS Cirrus Logic, Inc. 1% 34.813 1,497
31 CTSH Cognizant Technology Solutions Corporation 1% 47.375 1,469
29 COLM Columbia Sportswear Company 1% 51.125 1,483
13 CMVT Comverse Technology, Inc. 1% 116.813 1,519
39 CEFT Concord EFS, Inc. 1% 37.750 1,472
25 CYTC Cytyc Corporation 1% 60.438 1,511
24 DST DST Systems, Inc. 1% 60.625 1,455
42 DV DeVry, Inc. 1% 35.625 1,496
31 DP Diagnostic Products Corporation 1% 47.625 1,476
54 EDMC Education Management Corporation 1% 27.250 1,472
55 ESL Esterline Technologies Corporation 1% 27.188 1,495
26 RE Everest Re Group, Ltd. (3) 1% 57.250 1,489
17 ESRX Express Scripts, Inc. (Class A) 1% 88.125 1,498
90 ESA Extended Stay America, Inc. 1% 16.480 1,483
42 FWRD Forward Air Corporation 1% 35.750 1,501
43 GPT GreenPoint Financial Corp. 1% 34.750 1,494
41 HCA HCA-The Healthcare Company 1% 35.980 1,475
</TABLE>

Page 7

Schedule of Investments (cont'd.)

Value Line(R) 100 #1 Ranks Portfolio Series
FT 493

At the Opening of Business on the
Initial Date of Deposit-January 19, 2001

<TABLE>
<CAPTION>
Percentage Market Cost of
Number Ticker Symbol and of Aggregate Value per Securities to
of Shares Name of Issuer of Securities (1) Offering Price Share the Trust (2)
_____ ____________________________________ __________ ______ _____________
<C> <S> <C> <C> <C>
92 HMA Health Management Associates, Inc. 1% $ 16.063 $ 1,478
61 DHI D.R. Horton, Inc. 1% 24.250 1,479
29 ITWO i2 Technologies, Inc. 1% 50.875 1,475
26 IDPH IDEC Pharmaceuticals Corporation 1% 56.875 1,479
45 IVX IVAX Corporation 1% 33.200 1,494
43 IMNX Immunex Corporation 1% 34.438 1,481
32 IMPH IMPATH Inc. 1% 47.000 1,504
32 IGT International Game Technology 1% 46.500 1,488
43 KBH Kaufman & Broad Home Corporation 1% 34.625 1,489
25 KEI Keithley Instruments, Inc. 1% 59.813 1,495
34 KG King Pharmaceuticals, Inc. 1% 43.500 1,479
12 LH Laboratory Corporation of America Holdings 1% 126.500 1,518
37 LEN Lennar Corporation 1% 40.563 1,501
28 LNCR Lincare Holdings Inc. 1% 52.438 1,468
50 MENT Mentor Graphics Corporation 1% 30.000 1,500
16 MERQ Mercury Interactive Corporation 1% 90.563 1,449
32 MND Mitchell Energy & Development Corp. 1% 46.750 1,496
12 NVR NVR, Inc. 1% 127.750 1,533
16 NEWP Newport Corporation 1% 95.500 1,528
242 OMM OMI Corporation 1% 6.125 1,482
83 OO Oakley, Inc. 1% 18.000 1,494
58 ORLY O'Reilly Automotive, Inc. 1% 25.500 1,479
64 OCA Orthodontic Centers of America, Inc. 1% 23.250 1,488
51 OXHP Oxford Health Plans, Inc. 1% 29.313 1,495
40 PKE Park Electrochemical Corp. 1% 37.125 1,485
31 PAYX Paychex, Inc. 1% 48.625 1,507
32 PFGC Performance Food Group Company 1% 47.125 1,508
31 PPDI Pharmaceutical Product Development, Inc. 1% 47.813 1,482
124 PVH Phillips-Van Heusen Corporation 1% 11.938 1,480
43 PLXS Plexus Corp. 1% 34.375 1,478
42 PLCM Polycom, Inc. 1% 35.500 1,491
35 PWER Power-One, Inc. 1% 42.688 1,494
44 PCP Precision Castparts Corp. 1% 33.750 1,485
43 PHCC Priority Healthcare Corporation (Class B) 1% 34.625 1,489
40 PHM Pulte Corporation 1% 37.563 1,503
17 QLGC QLogic Corporation 1% 87.359 1,485
15 DGX Quest Diagnostics Incorporated 1% 96.750 1,451
32 RMBS Rambus Inc. 1% 46.000 1,472
36 RMD ResMed Inc. 1% 41.500 1,494
32 RYL The Ryland Group, Inc. 1% 47.000 1,504
</TABLE>

Page 8

Schedule of Investments (cont'd.)

Value Line(R) 100 #1 Ranks Portfolio Series
FT 493

At the Opening of Business on the
Initial Date of Deposit-January 19, 2001

___________________

<FN>
(1) All Securities are represented by regular way contracts to purchase
such Securities which are backed by an irrevocable letter of credit
deposited with the Trustee. We entered into purchase contracts for the
Securities on January 19, 2001. The Trust has a mandatory termination
date of April 19, 2002.

(2) The cost of the Securities to the Trust represents the aggregate
underlying value with respect to the Securities acquired- generally
determined by the closing sale prices of the Securities on the
applicable exchange (where applicable, converted into U.S. dollars at
the offer side of the exchange rate at the Evaluation Time)
on the business day prior to the Initial Date of Deposit. The
valuation of the Securities has been determined by the Evaluator,
an affiliate of ours. The cost of the Securities to us and our
loss (which is the difference between the cost of the
Securities to us and the cost of the Securities to the Trust) are $150,375
and $1,610, respectively.

(3) This Security represents the common stock of a foreign company which
trades directly on a U.S. national securities exchange.

(4) This Security represents the common stock of a Canadian company which
trades on the Toronto Stock Exchange.
</FN>
</TABLE>

Page 9

The FT Series

The FT Series Defined.

We, Nike Securities L.P. (the "Sponsor"), have created hundreds of
similar yet separate series of a unit investment trust which we have
named the FT Series. The series to which the prospectus relates, FT 493,
consists of a single portfolio known as Value Line(R) 100 #1 Ranks
Portfolio Series.

The Trust was created under the laws of the State of New York by a Trust
Agreement (the "Indenture") dated the Initial Date of Deposit. This
agreement, entered into among Nike Securities L.P., as Sponsor, The
Chase Manhattan Bank as Trustee and First Trust Advisors L.P. as
Portfolio Supervisor and Evaluator, governs the operation of the Trust.

YOU MAY GET MORE SPECIFIC DETAILS CONCERNING THE NATURE, STRUCTURE AND
RISKS OF THIS PRODUCT IN AN "INFORMATION SUPPLEMENT" BY CALLING THE
TRUSTEE AT 1-800-682-7520.

How We Created the Trust.

On the Initial Date of Deposit, we deposited a portfolio of common
stocks with the Trustee and in turn, the Trustee delivered documents to
us representing our ownership of the Trust in the form of units ("Units").

After the Initial Date of Deposit, we may deposit additional Securities
in the Trust, or cash (including a letter of credit) with instructions
to buy more Securities, to create new Units for sale. If we create
additional Units, we will attempt, to the extent practicable, to
maintain the percentage relationship established among the Securities on
the Initial Date of Deposit (as set forth in "Schedule of Investments"),
and not the percentage relationship existing on the day we are creating
new Units, since the two may differ. This difference may be due to the
sale, redemption or liquidation of any of the Securities.

Since the prices of the Securities will fluctuate daily, the ratio of
Securities in the Trust, on a market value basis, will also change
daily. The portion of Securities represented by each Unit will not
change as a result of the deposit of additional Securities or cash in
the Trust. If we deposit cash, you and new investors may experience a
dilution of your investment. This is because prices of Securities will
fluctuate between the time of the cash deposit and the purchase of the
Securities, and because the Trust pays the associated brokerage fees. To
reduce this dilution, the Trust will try to buy the Securities as close
to the Evaluation Time and as close to the evaluation price as possible.
In addition, because the Trust pays the brokerage fees associated with
the creation of new Units and with the sale of Securities to meet
redemption and exchange requests, frequent redemption and exchange
activity will likely result in higher brokerage expenses.

An affiliate of the Trustee may receive these brokerage fees or the
Trustee may retain and pay us (or our affiliate) to act as agent for the
Trust to buy Securities. If we or an affiliate of ours act as agent to
the Trust we will be subject to the restrictions under the Investment
Company Act of 1940, as amended.

We cannot guarantee that the Trust will keep its present size and
composition for any length of time. Securities may periodically be sold
under certain circumstances, and the proceeds from these sales will be
used to meet Trust obligations or distributed to Unit holders, but will
not be reinvested. However, Securities will not be sold to take
advantage of market fluctuations or changes in anticipated rates of
appreciation or depreciation, or if they no longer meet the criteria by
which they were selected. You will not be able to dispose of or vote any
of the Securities in the Trust. As the holder of the Securities, the
Trustee will vote all of the Securities and will do so based on our
instructions.

Neither we nor the Trustee will be liable for a failure in any of the
Securities. However, if a contract for the purchase of any of the
Securities initially deposited in the Trust fails, unless we can
purchase substitute Securities ("Replacement Securities") we will refund
to you that portion of the purchase price and transactional sales charge
resulting from the failed contract on the next Income Distribution Date.
Any Replacement Security the Trust acquires will be identical to those
from the failed contract.

Portfolio

Objectives.

The Trust's investment objective is to provide a potential for above-
average capital appreciation by investing in a diversified portfolio of
the 100 common stocks which Value Line(R) gives a #1 ranking for
Timeliness(TM) as of January 12, 2001.

Page 10

Since being founded in 1931, Value Line(R), Inc., has grown to an
organization that stands at the forefront of the investment community.
For more than a half-century the Value Line(R) name has been synonymous
with trust, reliability, objectivity, and accuracy for investors. They
are best known for The Value Line Investment Survey(R), the most widely
used independent investment service in the world. The Value Line
Investment Survey(R) is a comprehensive source of information and advice
on approximately 1,700 stocks, more than 90 industries, the stock market
and the economy.

Each week, Value Line(R) applies their Timeliness(TM) Ranking System to
screen millions of data items, and, using a proprietary series of
calculations, they rank all 1,700 stocks for probable performance
relative to each other during the next six to 12 months. Of these
stocks, only 100 are given their #1 ranking for Timeliness(TM) at any
given time.

The Trust seeks to outperform the Standard & Poor's 500 Composite Stock
Price Index ("S&P 500 Index") by adhering to a disciplined strategy of
investing in the 100 stocks that, as of January 12, 2001, Value Line(R)
gives a #1 ranking for Timeliness(TM) (the "Value Line(R) 100 #1 Ranks
Strategy").

The Value Line Timeliness(TM) Rank uses a ranking scale of 1 (highest)
to 5 (lowest). The components of the ranking system are the long-term
trend of earnings, prices, recent earnings and price momentum and
earnings surprises. A computer program combines these elements into a
forecast of relative price behavior of each stock for the six to twelve
months ahead relative to all other stocks in the coverage universe.
Value Line(R) changes the Timeliness(TM) rank from time to time based on
new earnings reports, changes in the price movement of a stock relative
to the market, a combination of the earnings and price factors, or
shifts in the relative positions of other stocks. The Trust's portfolio
will not, however, be adjusted to reflect any changes in Timeliness(TM)
rank which occur during the Trust's life.

"Value Line(R)," "The Value Line Investment Survey," and "Value Line
Timeliness(TM) Ranking System" are registered trademarks of Value Line
Securities, Inc. or Value Line Publishing, Inc. that have been licensed
to Nike Securities L.P. The Value Line(R) 100 #1 Ranks Portfolio Series
is not sponsored, recommended, sold or promoted by Value Line
Publishing, Inc., Value Line, Inc. or Value Line Securities, Inc.
("Value Line"). Value Line makes no representation regarding the
advisability of investing in the Trust.

Of course, as with any similar investments, there can be no assurance
that the objective of the Trust will be achieved. See "Risk Factors" for
a discussion of the risks of investing in the Trust.

Risk Factors

Price Volatility. The Trust invests in common stocks. The value of the
Trust's Units will fluctuate with changes in the value of these common
stocks. Common stock prices fluctuate for several reasons including
changes in investors' perceptions of the financial condition of an
issuer or the general condition of the relevant stock market, or when
political or economic events affecting the issuers occur. In addition,
common stock prices may be particularly sensitive to rising interest
rates, as the cost of capital rises and borrowing costs increase.

Because the Trust is not managed, the Trustee will not sell stocks in
response to or in anticipation of market fluctuations, as is common in
managed investments. As with any investment, we cannot guarantee that
the performance of the Trust will be positive over any period of time,
especially the relatively short 15-month life of the Trust, or that you

Page 11

won't lose money. Units of the Trust are not deposits of any bank and
are not insured or guaranteed by the Federal Deposit Insurance
Corporation or any other government agency.

Certain of the Securities in the Trust are issued by companies with
market capitalizations of less than $1 billion. The share prices of
these small-cap companies are often more volatile than those of larger
companies as a result of several factors common to many such issuers,
including limited trading volumes, products or financial resources,
management inexperience and less publicly available information.

Strategy. Please note that we applied the strategy which makes up the
portfolio for the Trust at a particular time. If we create additional
Units after the Initial Date of Deposit we will deposit the Securities
originally selected by applying the strategy at such time. This is true
even if a later application of the strategy would have resulted in the
selection of different securities. The composition of the Trust will not
be adjusted to reflect changes in the composition of Value Line's
Timeliness(TM) Ranking System which occur after the Initial Date of
Deposit.

Dividends. There is no guarantee that the issuers of the Securities will
declare dividends in the future or that if declared they will either
remain at current levels or increase over time.

Healthcare Industry. Because more than 25% of the Trust is invested in
healthcare and pharmaceutical companies, the Trust is considered to be
concentrated in the healthcare industry. A portfolio concentrated in a
single industry may present more risk than a portfolio broadly
diversified over several industries. These companies are subject to
changing government regulation, including price controls, national
health insurance, managed care regulation and tax incentives or
penalties related to medical insurance premiums, which could have a
negative effect on the price and availability of their products and
services. In addition, such companies face increasing competition from
generic drug sales, the termination of their patent protection for
certain drugs and technological advances which render their products or
services obsolete. The research and development costs required to bring
a drug to market are substantial and may include a lengthy review by the
government, with no guarantee that the product will ever go to market or
show a profit. In addition, the potential for an increased amount of
required disclosure of proprietary scientific information could
negatively impact the competitive position of these companies. Many of
these companies may not offer certain drugs or products for several
years, and as a result, may have significant losses of revenue and
earnings.

Technology Industry. The Trust is also considered to be concentrated in
the technology industry. Technology companies are generally subject to
the risks of rapidly changing technologies; short product life cycles;
fierce competition; aggressive pricing; frequent introduction of new or
enhanced products; the loss of patent, copyright and trademark
protections; cyclical market patterns; evolving industry standards; and
frequent new product introductions. Technology companies may be smaller
and less experienced companies, with limited product lines, markets or
financial resources. Technology company stocks, especially those which
are Internet-related, have experienced extreme price and volume
fluctuations that are often unrelated to their operating performance.
Also, the stocks of many Internet companies have exceptionally high
price-to-earning ratios with little or no earnings histories.

Legislation/Litigation. From time to time, various legislative
initiatives are proposed in the United States and abroad which may have
a negative impact on certain of the companies represented in the Trust.
In addition, litigation regarding any of the issuers of the Securities,
or of the industries represented by these issuers may negatively impact
the share prices of these Securities. We cannot predict what impact any
pending or threatened litigation will have on the share prices of the
Securities.

Foreign Stocks. Certain of the Securities are issued by foreign
companies which makes the Trust riskier than if it invested solely in
domestic common stocks. These Securities are either directly listed on a
U.S. securities exchange or are issued by a Canadian company which
trades on the Toronto Stock Exchange. Risks of foreign common stocks
include higher brokerage costs; different accounting standards;
expropriation, nationalization or other adverse political or economic
developments; currency devaluations, blockages or transfer restrictions;
restrictions on foreign investments and exchange of securities;
inadequate financial information; and lack of liquidity of certain
foreign markets.

Exchange Rates. Because securities of foreign issuers not listed on a
U.S. securities exchange generally pay dividends and trade in foreign

Page 12

currencies, the U.S. dollar value of these Securities (and therefore
Units of the Trust) will vary with fluctuations in foreign exchange
rates. Most foreign currencies have fluctuated widely in value against
the U.S. dollar for various economic and political reasons.

To determine the value of foreign Securities not listed on a U.S.
securities exchange or their dividends, the Evaluator will estimate
current exchange rates for the relevant currencies based on activity in
the various currency exchange markets. However, these markets can be
quite volatile, depending on the activity of the large international
commercial banks, various central banks, large multi-national
corporations, speculators and other buyers and sellers of foreign
currencies. Since actual foreign currency transactions may not be
instantly reported, the exchange rates estimated by the Evaluator may
not reflect the amount the Trust would receive, in U.S. dollars, had the
Trustee sold any particular currency in the market.

Hypothetical Price Appreciation
Information

The following table compares hypothetical price appreciation information
for the Value Line(R) 100 #1 Ranks Strategy (but not the Trust or any
prior series) with historical data of the S&P 500 Index. This
information is not meant to indicate your potential future return.

Returns from the Trust will differ from the Value Line(R) 100 #1 Ranks
Strategy for several reasons, including the following:

- Total Return figures reflect sales charges and expenses but do not
reflect brokerage commissions or taxes.

- The returns are for calendar years, while the Trust begins and ends on
various dates.

- The Trust has a maturity longer than one year.

- The Trust may not be fully invested at all times or equally weighted
in all stocks which comprise the Value Line(R) 100 #1 Ranks Strategy.

- The composition of the Trust will not be adjusted to reflect changes
in the composition of the stocks ranked #1 for Timeliness(TM) by Value
Line which occur after the Initial Date of Deposit.

- Securities are often purchased or sold at prices different from the
closing prices used in buying and selling Units.

COMPARISON OF
PRICE APPRECIATION(2)
________________________
Value Line (R)
100 #1 Ranks S&P 500
Year Strategy(1) Index
____ __________ ______
1965 29.48% 9.06%
1966 -5.57% -13.09%
1967 36.34% 20.09%
1968 28.41% 7.66%
1969 -20.01% -11.36%
1970 -11.31% 0.10%
1971 23.75% 10.79%
1972 7.50% 15.63%
1973 -19.42% -17.37%
1974 -25.35% -29.72%
1975 48.63% 31.55%
1976 32.47% 19.15%
1977 13.15% -11.50%
1978 17.11% 1.06%
1979 22.86% 12.31%
1980 47.24% 25.77%
1981 -4.38% -9.73%
1982 30.88% 14.76%
1983 22.46% 17.27%
1984 -11.01% 1.40%
1985 35.74% 26.33%
1986 20.78% 14.62%
1987 -3.69% 2.03%
1988 13.35% 12.40%
1989 25.93% 27.25%
1990 -9.03% -6.56%
1991 53.69% 26.31%
1992 7.50% 4.46%
1993 15.82% 7.06%
1994 2.06% -1.54%
1995 28.51% 34.11%
1996 24.24% 20.26%
1997 23.06% 31.01%
1998 6.71% 26.67%
1999 20.97% 19.53%
2000 -14.08% -10.14%

________________

(1) Value Line(R) 100 #1 Ranks Strategy stocks for a given year consist
of the common stocks ranked #1 for Timeliness(TM) by Value Line(R) as of
the beginning of the period (and not the date the Trust actually sells
Units).

(2) Price Appreciation represents the sum of the change in market value
of each group of stocks between the first and last trading day of a
period divided by the opening market value of each group of stocks as of
the first trading day of a period. Price Appreciation figures assume no
dividend reinvestment or accumulation. Based on the year-by-year returns
contained in the table, over the full years listed above, the Value
Line(R) 100 #1 Ranks Strategy and S&P 500 Index achieved an average
annual price appreciation of 12.45% and 7.93%, respectively.

Public Offering

The Public Offering Price.

You may buy Units at the Public Offering Price, the price per Unit of
which is comprised of the following:

Page 13

- The aggregate underlying value of the Securities;

- The amount of any cash in the Income and Capital Accounts;

- Dividends receivable on Securities; and

- The maximum transactional sales charge (which combines an initial
upfront sales charge and a deferred sales charge).

The price you pay for your Units will differ from the amount stated
under "Summary of Essential Information" due to various factors,
including fluctuations in the prices of the Securities, changes in the
relevant currency exchange rates, changes in the applicable commissions,
stamp taxes, custodial fees and other costs associated with foreign
trading, and changes in the value of the Income and/or Capital Accounts.

Although you are not required to pay for your Units until three business
days following your order (the "date of settlement"), you may pay before
then. You will become the owner of Units ("Record Owner") on the date of
settlement if payment has been received. If you pay for your Units
before the date of settlement, we may use your payment during this time
and it may be considered a benefit to us, subject to the limitations of
the Securities Exchange Act of 1934.

Organization Costs. Securities purchased with the portion of the Public
Offering Price intended to be used to reimburse the Sponsor for the
Trust's organization costs (including costs of preparing the
registration statement, the Indenture and other closing documents,
registering Units with the Securities and Exchange Commission ("SEC")
and states, the initial audit of the Trust portfolio, legal fees and the
initial fees and expenses of the Trustee) will be purchased in the same
proportionate relationship as all the Securities contained in the Trust.
Securities will be sold to reimburse the Sponsor for the Trust's
organization costs at the earlier of six months after the Initial Date
of Deposit or the end of the initial offering period (a significantly
shorter time period than the life of the Trust). During the period
ending with the earlier of six months after the Initial Date of Deposit
or the end of the initial offering period, there may be a decrease in
the value of the Securities. To the extent the proceeds from the sale of
these Securities are insufficient to repay the Sponsor for Trust
organization costs, the Trustee will sell additional Securities to allow
the Trust to fully reimburse the Sponsor. In that event, the net asset
value per Unit of the Trust will be reduced by the amount of additional
Securities sold. Although the dollar amount of the reimbursement due to
the Sponsor will remain fixed and will never exceed the per Unit amount
set forth for the Trust in "Statement of Net Assets," this will result
in a greater effective cost per Unit to Unit holders for the
reimbursement to the Sponsor. To the extent actual organization costs
are less than the estimated amount, only the actual organization costs
will be deducted from the assets of the Trust. When Securities are sold
to reimburse the Sponsor for organization costs, the Trustee will sell
Securities, to the extent practicable, which will maintain the same
proportionate relationship among the Securities contained in the Trust
as existed prior to such sale.

Minimum Purchase.

The minimum amount you can purchase of the Trust is $1,000 worth of
Units ($500 if you are purchasing Units for your Individual Retirement
Account or any other qualified retirement plan).

Transactional Sales Charge.

The transactional sales charge you will pay has both an initial and a
deferred component. The initial sales charge, which you will pay at the
time of purchase, is equal to the difference between the maximum
transactional sales charge of 2.65% of the Public Offering Price and the
maximum remaining deferred sales charge (initially $.165 per Unit). This
initial sales charge is initially equal to approximately 1.00% of the
Public Offering Price of a Unit, but will vary from 1.00% depending on
the purchase price of your Units and as deferred sales charge payments
are made. When the Public Offering Price per Unit exceeds $10.00, the
initial sales charge will exceed 1.00% of the Public Offering Price.

Monthly Deferred Sales Charge. In addition, ten monthly deferred sales
charges of $.0165 per Unit will be deducted from the Trust's assets on
approximately the twentieth day of each month from May 18, 2001 through
February 20, 2002. If you buy Units at a price of less than $10.00 per
Unit, the dollar amount of the deferred sales charge will not change,
but the deferred sales charge on a percentage basis will be more than
1.65% of the Public Offering Price.

Discounts for Certain Persons.

If you invest at least $50,000 (except if you are purchasing for "Fee
Accounts" as described below) the maximum transactional sales charge is
reduced, as follows:

Page 14

Your maximum
transactional
If you invest sales charge
(in thousands)* will be
_______________ ____________
$50 but less than $100 2.40%
$100 but less than $150 2.15%
$150 but less than $500 1.80%
$500 but less than $1,000 1.65%
$1,000 or more 0.90%

*Breakpoint transactional sales charges are also applied on a Unit basis
utilizing a breakpoint equivalent in the above table of $10 per Unit and
will be applied on whichever basis is more favorable to the investor.
The breakpoints will be adjusted to take into consideration purchase
orders stated in dollars which cannot be completely fulfilled due to the
requirement that only whole Units be issued.

The reduced transactional sales charge for quantity purchases will apply
only to purchases made by the same person on any one day from any one
dealer. To help you reach the above levels, you can combine the Units
you purchase of the Trust with any other same day purchases of other
trusts for which we are Principal Underwriter and are currently in the
initial offering period. We will also consider Units you purchase in the
name of your spouse or child under 21 years of age to be purchases by
you. The reduced transactional sales charges will also apply to a
trustee or other fiduciary purchasing Units for a single trust estate or
single fiduciary account. You must inform your dealer of any combined
purchases before the sale in order to be eligible for the reduced
transactional sales charge. Any reduced transactional sales charge is
the responsibility of the party making the sale.

You may use your Rollover proceeds from a previous series of the Trust
to purchase Units of the Trust at the Public Offering Price less 1.00%
(for Rollover purchases of $1,000,000 or more, the deferred sales charge
will be limited to .90% of the Public Offering Price), but you will not
be eligible to receive the reduced transactional sales charges described
in the above table. In addition, you may use termination proceeds from
other unit investments trusts with a similar strategy as the Trust, or
redemption or termination proceeds from any unit investment trust we
sponsor, to purchase Units of the Trust during the initial offering
period at the Public Offering Price less 1.00%. Please note that any
deferred sales charge remaining on units you redeem to buy Units of the
Trust will be deducted from those redemption proceeds.

Investors purchasing Units through registered broker/dealers who charge
periodic fees in lieu of commissions or who charge for financial
planning, investment advisory or asset management services or provide
these or comparable services as part of an investment account where a
comprehensive "wrap fee" or similar charge is imposed ("Fee Accounts")
will not be assessed the transactional sales charge described in this
section on the purchase of Units. We reserve the right to limit or deny
purchases of Units not subject to the transactional sales charge by
investors whose frequent trading activity we determine to be detrimental
to the Trust.

Employees, officers and directors (and immediate family members) of the
Sponsor, our related companies, dealers and their affiliates, and
vendors providing services to us may purchase Units at the Public
Offering Price less the applicable dealer concession. Immediate family
members include spouses, children, grandchildren, parents, grandparents,
siblings, mothers-in-law, fathers-in-law, sons-in-law, daughters-in-law,
brothers-in-law and sisters-in-law, and trustees, custodians or
fiduciaries for the benefit of such persons.

The Sponsor and certain dealers may establish a schedule where
employees, officers and directors of such dealers can purchase Units of
the Trust at the Public Offering Price less the established schedule
amount, which is designed to compensate such dealers for activities
relating to the sale of Units (the "Employee Dealer Concession").

You will be charged the deferred sales charge per Unit regardless of any
discounts. However, if you are eligible to receive a discount such that
the maximum transactional sales charge you must pay is less than the
applicable maximum deferred sales charge, including Fee Accounts Units,
you will be credited the difference between your maximum transactional
sales charge and the maximum deferred sales charge at the time you buy
your Units. If you elect to have distributions reinvested into
additional Units of your Trust, in addition to the reinvestment Units
you receive you will also be credited additional Units with a dollar
value at the time of reinvestment sufficient to cover the amount of any
remaining deferred sales charge to be collected on such reinvestment
Units. The dollar value of these additional credited Units (as with all
Units) will fluctuate over time, and may be less on the dates deferred
sales charges are collected than their value at the time they were issued.

As Sponsor, we will also receive a creation and development fee. See
"Expenses and Charges" for a description of the services provided for
this fee.

Page 15

The Value of the Securities.

The Evaluator will determine the aggregate underlying value of the
Securities in the Trust as of the Evaluation Time on each business day
and will adjust the Public Offering Price of the Units according to this
valuation. This Public Offering Price will be effective for all orders
received before the Evaluation Time on each such day. If we or the
Trustee receive orders for purchases, sales or redemptions after that
time, or on a day which is not a business day, they will be held until
the next determination of price. The term "business day" as used in this
prospectus will exclude Saturdays, Sundays and certain national holidays
on which the NYSE is closed.

The aggregate underlying value of the Securities in the Trust will be
determined as follows: if the Securities are listed on a securities
exchange or The Nasdaq Stock Market, their value is generally based on
the closing sale prices on that exchange or system (unless it is
determined that these prices are not appropriate as a basis for
valuation). However, if there is no closing sale price on that exchange
or system, they are valued based on the closing ask prices. If the
Securities are not so listed, or, if so listed and the principal market
for them is other than on that exchange or system, their value will
generally be based on the current ask prices on the over-the-counter
market (unless it is determined that these prices are not appropriate as
a basis for valuation). If current ask prices are unavailable, the
valuation is generally determined:

a) On the basis of current ask prices for comparable securities;

b) By appraising the value of the Securities on the ask side of the
market; or

c) By any combination of the above.

After the initial offering period is over, the aggregate underlying
value of the Securities will be determined as set forth above, except
that bid prices are used instead of ask prices when necessary.

The aggregate underlying value of non-U.S. listed Securities during the
Initial offering period is computed on the basis of the offering side value
of the relevant currency exchange rate expressed in U.S. dollars as of the
Evaluation Time. After the initial offering period is over, this value
will be computed on the basis of the bid side value of the relevant
currency exchange rate expressed in U.S. dollars as of the Evaluation Time.

Distribution of Units

We intend to qualify Units of the Trust for sale in a number of states.
All Units will be sold at the then current Public Offering Price.

Dealer Concessions.

Dealers and other selling agents can purchase Units at prices which
reflect a concession or agency commission of 2.25% of the Public
Offering Price per Unit. However, for Units subject to a transactional
sales charge which are purchased using redemption or termination
proceeds or on purchases by Rollover Unit holders, this amount will be
reduced to 1.30% of the sales price of these Units (0.50% for Rollover
purchases of $1,000,000 or more).

Dealers and other selling agents who sell Units of the Trust during the
initial offering period in the dollar amounts shown below will be
entitled to the following additional sales concessions as a percentage
of the Public Offering Price:

Total Sales Additional
(in millions) Concession
_____________________ __________
$ 1 but less than $3 0.050%
$ 3 but less than $5 0.100%
$ 5 or more 0.150%

Dealers and other selling agents will not receive a concession on the
sale of Units which are not subject to a transactional sales charge, but
such Units will be included in determining whether the above volume
sales levels are met. Dealers and other selling agents who, during any
consecutive 12-month period, sell at least $1.75 billion worth of
primary market units of unit investment trusts sponsored by us will
receive a concession of $30,000 in the month following the achievement
of this level. We reserve the right to change the amount of concessions
or agency commissions from time to time. Certain commercial banks may be
making Units of the Trust available to their customers on an agency
basis. A portion of the transactional sales charge paid by these
customers is kept by or given to the banks in the amounts shown above.

Award Programs.

From time to time we may sponsor programs which provide awards to a
dealer's registered representatives who have sold a minimum number of

Page 16

Units during a specified time period. We may also pay fees to qualifying
dealers for services or activities which are meant to result in sales of
Units of the Trust. In addition, we will pay to dealers who sponsor
sales contests or recognition programs that conform to our criteria, or
participate in our sales programs, amounts equal to no more than the
total applicable transactional sales charge on Units sold by such
persons during such programs. We make these payments out of our own
assets and not out of Trust assets. These programs will not change the
price you pay for your Units.

Investment Comparisons.

From time to time we may compare the estimated returns of the Trust
(which may show performance net of the expenses and charges the Trust
would have incurred) and returns over specified periods of other similar
trusts we sponsor in our advertising and sales materials, with (1)
returns on other taxable investments such as the common stocks
comprising various market indices, corporate or U.S. Government bonds,
bank CDs and money market accounts or funds, (2) performance data from
Morningstar Publications, Inc. or (3) information from publications such
as Money, The New York Times, U.S. News and World Report, BusinessWeek,
Forbes or Fortune. The investment characteristics of the Trust differ
from other comparative investments. You should not assume that these
performance comparisons will be representative of the Trust's future
performance.

The Sponsor's Profits

We will receive a gross sales commission equal to the maximum
transactional sales charge per Unit less any reduction as stated in
"Public Offering." We will also receive the amount of any accrued and
collected creation and development fee. Also, any difference between our
cost to purchase the Securities and the price at which we sell them to
the Trust is considered a profit or loss (see Note 2 of "Notes to
Schedule of Investments"). During the initial offering period, dealers
and others may also realize profits or sustain losses as a result of
fluctuations in the Public Offering Price they receive when they sell
the Units.

In maintaining a market for Units, any difference between the price at
which we purchase Units and the price at which we sell or redeem them
will be a profit or loss to us.

The Secondary Market

Although not obligated, we intend to maintain a market for the Units
after the initial offering period and continuously offer to purchase
Units at prices based on the Redemption Price per Unit.

We will pay all expenses to maintain a secondary market, except the
Evaluator fees and Trustee costs to transfer and record the ownership of
Units. We may discontinue purchases of Units at any time. IF YOU WISH TO
DISPOSE OF YOUR UNITS, YOU SHOULD ASK US FOR THE CURRENT MARKET PRICES
BEFORE MAKING A TENDER FOR REDEMPTION TO THE TRUSTEE. If you sell or
redeem your Units before you have paid the total deferred sales charge
on your Units, you will have to pay the remainder at that time.

How We Purchase Units

The Trustee will notify us of any tender of Units for redemption. If our
bid is equal to or greater than the Redemption Price per Unit, we may
purchase the Units. You will receive your proceeds from the sale no
later than if they were redeemed by the Trustee. We may tender Units we
hold to the Trustee for redemption as any other Units. If we elect not
to purchase Units, the Trustee may sell tendered Units in the over-the-
counter market, if any. However, the amount you will receive is the same
as you would have received on redemption of the Units.

Expenses and Charges

The estimated annual expenses of the Trust are listed under "Fee Table."
If actual expenses of the Trust exceed the estimate, the Trust will bear
the excess. The Trustee will pay operating expenses of the Trust from
the Income Account if funds are available, and then from the Capital
Account. The Income and Capital Accounts are noninterest-bearing to Unit
holders, so the Trustee may earn interest on these funds, thus
benefiting from their use.

As Sponsor, we will be compensated for providing bookkeeping and other
administrative services to the Trust, and will receive brokerage fees

Page 17

when the Trust uses us (or an affiliate of ours) as agent in buying or
selling Securities. First Trust Advisors L.P., an affiliate of ours,
acts as both Portfolio Supervisor and Evaluator to the Trust and will
receive the fees set forth under "Fee Table" for providing portfolio
supervisory and evaluation services to the Trust. In providing portfolio
supervisory services, the Portfolio Supervisor may purchase research
services from a number of sources, which may include underwriters or
dealers of the Trust.

The fees payable to us, First Trust Advisors L.P. and the Trustee are
based on the largest aggregate number of Units of the Trust outstanding
at any time during the calendar year, except during the initial offering
period, in which case these fees are calculated based on the largest
number of Units outstanding during the period for which compensation is
paid. These fees may be adjusted for inflation without Unit holders'
approval, but in no case will the annual fee paid to us or our
affiliates for providing a given service to all unit investment trusts
for which we provide such services be more than the actual cost of
providing such service in such year.

As Sponsor, we will receive a fee from the Trust for creating and
developing the Trust, including determining the Trust's objectives,
policies, composition and size, selecting service providers and
information services and for providing other similar administrative and
ministerial functions. The "creation and development fee" is accrued
(and becomes a liability of the Trust) on a daily basis. The dollar
amount of the creation and development fee accrued each day, which will
vary with fluctuations in the Trust's net asset value, is determined by
multiplying the net asset value of the Trust on that day by 1/365 of the
annual creation and development fee of .30% per Unit. The total amount
of any accrued but unpaid creation and development fee is paid to the
Sponsor on a monthly basis from the assets of the Trust. If you redeem
your Units, you will only be responsible for any accrued and unpaid
creation and development fee through the date of redemption. In
connection with the creation and development fee, in no event will the
Sponsor collect more than .30% of a Unit holder's initial investment. We
do not use this fee to pay distribution expenses or as compensation for
sales efforts.

In addition to the Trust's operating expenses, and the fees described
above, the Trust may also incur the following charges:

- A quarterly license fee (which will fluctuate with the Trust's net
asset value) payable for the use of certain trademarks and trade names
of Value Line;

- All legal expenses of the Trustee according to its responsibilities
under the Indenture;

- The expenses and costs incurred by the Trustee to protect the Trust
and your rights and interests;

- Fees for any extraordinary services the Trustee performed under the
Indenture;

- Payment for any loss, liability or expense the Trustee incurred
without negligence, bad faith or willful misconduct on its part, in
connection with its acceptance or administration of the Trust;

- Payment for any loss, liability or expenses we incurred without
negligence, bad faith or willful misconduct in acting as Depositor of
the Trust;

- Foreign custodial and transaction fees, if any; and/or

- All taxes and other government charges imposed upon the Securities or
any part of the Trust.

The above expenses and the Trustee's annual fee are secured by a lien on
the Trust. Since the Securities are all common stocks and dividend
income is unpredictable, we cannot guarantee that dividends will be
sufficient to meet any or all expenses of the Trust. If there is not
enough cash in the Income or Capital Accounts, the Trustee has the power
to sell Securities to make cash available to pay these charges which may
result in capital gains or losses to you. See "Tax Status."

Tax Status

This section summarizes some of the main U.S. federal income tax
consequences of owning Units of the Trust. This section is current as of
the date of this prospectus. Tax laws and interpretations change
frequently, and these summaries do not describe all of the tax
consequences to all taxpayers. For example, these summaries generally do
not describe your situation if you are a non-U.S. person, a broker-
dealer, or other investor with special circumstances. In addition, this
section does not describe your state or foreign taxes. As with any
investment, you should consult your own tax professional about your
particular consequences.

Page 18

Trust Status.

The Trust will not be taxed as a corporation for federal income tax
purposes. As a Unit owner, you will be treated as the owner of a pro
rata portion of the Securities and other assets held by the Trust, and
as such you will be considered to have received a pro rata share of
income (i.e., dividends and capital gains, if any) from each Security
when such income is considered to be received by the Trust. This is true
even if you elect to have your distributions automatically reinvested
into additional Units. In addition, the income from the Trust which you
must take into account for federal income tax purposes is not reduced
for amounts used to pay Trust expenses (including the deferred sales
charge, if any).

Your Tax Basis and Income or Loss upon Disposition.

If the Trust disposes of Securities, you will generally recognize gain
or loss. If you dispose of your Units or redeem your Units for cash, you
will also generally recognize gain or loss. To determine the amount of
this gain or loss, you must subtract your tax basis in the related
Securities from your share of the total proceeds received in the
transaction. You can generally determine your initial tax basis in each
Security or other Trust asset by apportioning the cost of your Units,
generally including sales charges, among each Security or other Trust
asset ratably according to their value on the date you purchase your
Units. In certain circumstances, however, you may have to adjust your
tax basis after you purchase your Units (for example, in the case of
certain dividends that exceed a corporation's accumulated earnings and
profits).

If you are an individual, the maximum marginal federal tax rate for net
capital gain is generally 20% (10% for certain taxpayers in the lowest
tax bracket). For tax years beginning after December 31, 2000, the 20%
rate is reduced to 18% and the 10% rate is reduced to 8% for long-term
gains from most property with a holding period of more than five years.
Because the Trust has a maturity of approximately 15 months, the reduction
in the capital gains rate for property held for more than five years could
only possibly apply to your interest in the securities if you are eligible
and elect to receive an In-Kind Distribution at redemption ortermination. Net
capital gain equals net long-term capital gain minus net short-term capital
loss for the taxable year. Capital gain or loss is long-term if the holding
period for the asset is more than one year and is short-term if the holding
period for the asset is one year or less. You must exclude the date you
purchase your Units to determine the holding period of your Units. The tax
rates for capital gains realized from assets held for one year or less are
generally the same as for ordinary income. The tax code may, however, treat
certain capital gains as ordinary income in special situations.

Rollovers.

If you elect to have your proceeds from the Trust rolled over into the
next series of the Trust, it is considered a sale for federal income tax
purposes, and any gain on the sale will be treated as a capital gain,
and any loss will be treated as a capital loss. However, any loss you
incur in connection with the exchange of your Units of the Trust for
units of the next series will generally be disallowed with respect to
this deemed sale and subsequent deemed repurchase, to the extent the two
trusts have identical Securities under the wash sale provisions of the
Internal Revenue Code.

In-Kind Distributions.

Under certain circumstances, you may request a distribution of
Securities (an "In-Kind Distribution") when you redeem your Units
(except for Fee Accounts Units) or at the Trust's termination. If you
request an In-Kind Distribution you will be responsible for any expenses
related to this distribution. By electing to receive an In-Kind
Distribution, you will receive whole shares of stock plus, possibly, cash.

You will not recognize gain or loss if you only receive Securities in
exchange for your pro rata portion of the Securities held by the Trust.
However, if you also receive cash in exchange for a fractional share of
a Security held by the Trust, you will generally recognize gain or loss
based on the difference between the amount of cash you receive and your
tax basis in such fractional share of the Security.

Limitations on the Deductibility of Trust Expenses.

Generally, for federal income tax purposes you must take into account
your full pro rata share of the Trust's income, even if some of that
income is used to pay Trust expenses. You may deduct your pro rata share
of each expense paid by the Trust to the same extent as if you directly
paid the expense. You may, however, be required to treat some or all of
the expenses of the Trust as miscellaneous itemized deductions.

Page 19

Individuals may only deduct certain miscellaneous itemized deductions to
the extent they exceed 2% of adjusted gross income.

Foreign, State and Local Taxes.

Some distributions by the Trust may be subject to foreign withholding
taxes. Any dividends withheld will nevertheless be treated as income to
you. However, because you are deemed to have paid directly your share of
foreign taxes that have been paid or accrued by the Trust, you may be
entitled to a foreign tax credit or deduction for U.S. tax purposes with
respect to such taxes.

Under the existing income tax laws of the State and City of New York,
the Trust will not be taxed as a corporation, and the income of the
Trust will be treated as the income of the Unit holders in the same
manner as for federal income tax purposes.

Retirement Plans

You may purchase Units of the Trust for:

- Individual Retirement Accounts;

- Keogh Plans;

- Pension funds; and

- Other tax-deferred retirement plans.

Generally, the federal income tax on capital gains and income received
in each of the above plans is deferred until you receive distributions.
These distributions are generally treated as ordinary income but may, in
some cases, be eligible for special averaging or tax-deferred rollover
treatment. Before participating in a plan like this, you should review
the tax laws regarding these plans and consult your attorney or tax
advisor. Brokerage firms and other financial institutions offer these
plans with varying fees and charges.

Rights of Unit Holders

Unit Ownership.

The Trustee will treat as Record Owner of Units persons registered as
such on its books. It is your responsibility to notify the Trustee when
you become Record Owner, but normally your broker/dealer provides this
notice. You may elect to hold your Units in either certificated or
uncertificated form. All Fee Accounts Units, however, will be held in
uncertificated form.

Certificated Units. When you purchase your Units you can request that
they be evidenced by certificates, which will be delivered shortly after
your order. Certificates will be issued in fully registered form,
transferable only on the books of the Trustee in denominations of one
Unit or any multiple thereof. You can transfer or redeem your
certificated Units by endorsing and surrendering the certificate to the
Trustee, along with a written instrument of transfer. You must sign your
name exactly as it appears on the face of the certificate with signature
guaranteed by an eligible institution. In certain cases the Trustee may
require additional documentation before they will transfer or redeem
your Units.

You may be required to pay a nominal fee to the Trustee for each
certificate reissued or transferred, and to pay any government charge
that may be imposed for each transfer or exchange. If a certificate gets
lost, stolen or destroyed, you may be required to furnish indemnity to
the Trustee to receive replacement certificates. You must surrender
mutilated certificates to the Trustee for replacement.

Uncertificated Units. You may also choose to hold your Units in
uncertificated form. If you choose this option, the Trustee will
establish an account for you and credit your account with the number of
Units you purchase. Within two business days of the issuance or transfer
of Units held in uncertificated form, the Trustee will send you:

- A written initial transaction statement containing a description of
your Trust;

- The number of Units issued or transferred;

- Your name, address and Taxpayer Identification Number ("TIN");

- A notation of any liens or restrictions of the issuer and any adverse
claims; and

- The date the transfer was registered.

Uncertificated Units may be transferred the same way as certificated
Units, except that no certificate needs to be presented to the Trustee.
Also, no certificate will be issued when the transfer takes place unless
you request it. You may at any time request that the Trustee issue
certificates for your Units.

Unit Holder Reports.

In connection with each distribution, the Trustee will provide you with
a statement detailing the per Unit amount of income (if any)
distributed. After the end of each calendar year, the Trustee will
provide you:

Page 20

- A summary of transactions in your Trust for the year;

- A list of any Securities sold during the year and the Securities held
at the end of that year by your Trust;

- The Redemption Price per Unit, computed on the 31st day of December of
such year (or the last business day before); and

- Amounts of income and capital distributed during the year.

You may request from the Trustee copies of the evaluations of the
Securities as prepared by the Evaluator to enable you to comply with
federal and state tax reporting requirements.

Income and Capital Distributions

You will begin receiving distributions on your Units only after you
become a Record Owner. The Trustee will credit dividends received on the
Trust's Securities to the Income Account. All other receipts, such as
return of capital, are credited to the Capital Account. Dividends
received on foreign Securities, if any, are converted into U.S. dollars
at the applicable exchange rate.

The Trustee will distribute any net income in the Income Account on or
near the Income Distribution Dates to Unit holders of record on the
preceding Income Distribution Record Date. See "Summary of Essential
Information." No income distribution will be paid if accrued expenses of
a Trust exceed amounts in the Income Account on the Income Distribution
Dates. Distribution amounts will vary with changes in the Trust's fees
and expenses, in dividends received and with the sale of Securities. The
Trustee will distribute amounts in the Capital Account, net of amounts
designated to meet redemptions, pay the deferred sales charge or pay
expenses on the last day of each month to Unit holders of record on the
fifteenth day of each month provided the amount equals at least $1.00
per 100 Units. If the Trustee does not have your TIN, it is required to
withhold a certain percentage of your distribution and deliver such
amount to the Internal Revenue Service ("IRS"). You may recover this
amount by giving your TIN to the Trustee, or when you file a tax return.
However, you should check your statements to make sure the Trustee has
your TIN to avoid this "back-up withholding."

We anticipate that there will be enough money in the Capital Account to
pay the deferred sales charge. If not, the Trustee may sell Securities
to meet the shortfall.

Within a reasonable time after the Trust is terminated, unless you are a
Rollover Unit holder, you will receive the pro rata share of the money
from the sale of the Securities. However, you may elect to receive an In-
Kind Distribution as described under "Amending or Terminating the
Indenture." All Unit holders will receive a pro rata share of any other
assets remaining in the Trust, after deducting any unpaid expenses.

The Trustee may establish reserves (the "Reserve Account") within the
Trust to cover anticipated state and local taxes or any governmental
charges to be paid out of the Trust.

Distribution Reinvestment Option. You may elect to have each
distribution of income and/or capital reinvested into additional Units
of the Trust by notifying the Trustee at least 10 days before any Record
Date. Each later distribution of income and/or capital on your Units
will be reinvested by the Trustee into additional Units of the Trust.
There is no transactional sales charge on Units acquired through the
Distribution Reinvestment Option, as discussed under "Public Offering."
This option may not be available in all states. PLEASE NOTE THAT EVEN
IF YOU REINVEST DISTRIBUTIONS, THEY ARE STILL CONSIDERED DISTRIBUTIONS
FOR INCOME TAX PURPOSES.

Redeeming Your Units

You may redeem all or a portion of your Units at any time by sending the
certificates representing the Units you want to redeem to the Trustee at
its unit investment trust office. If your Units are uncertificated, you
need only deliver a request for redemption to the Trustee. In either
case, the certificates or the redemption request must be properly
endorsed with proper instruments of transfer and signature guarantees as
explained in "Rights of Unit Holders-Unit Ownership" (or by providing
satisfactory indemnity if the certificates were lost, stolen, or
destroyed). No redemption fee will be charged, but you are responsible
for any governmental charges that apply. Three business days after the
day you tender your Units (the "Date of Tender") you will receive cash
in an amount for each Unit equal to the Redemption Price per Unit

Page 21

calculated at the Evaluation Time on the Date of Tender.

The Date of Tender is considered to be the date on which the Trustee
receives your certificates or redemption request (if such day is a day
the NYSE is open for trading). However, if your certificates or
redemption request are received after 4:00 p.m. Eastern time (or after
any earlier closing time on a day on which the NYSE is scheduled in
advance to close at such earlier time), the Date of Tender is the next
day the NYSE is open for trading.

Any amounts paid on redemption representing income will be withdrawn
from the Income Account if funds are available for that purpose, or from
the Capital Account. All other amounts paid on redemption will be taken
from the Capital Account. The IRS will require the Trustee to withhold a
portion of your redemption proceeds if the Trustee does not have your
TIN as generally discussed under "Income and Capital Distributions."

If you tender 1,000 Units or more for redemption (except for Fee
Accounts), rather than receiving cash, you may elect to receive an In-
Kind Distribution in an amount equal to the Redemption Price per Unit by
making this request in writing to the Trustee at the time of tender.
However, no In-Kind Distribution requests submitted during the nine
business days prior to the Trust's Mandatory Termination Date will be
honored. Where possible, the Trustee will make an In-Kind Distribution
by distributing each of the Securities in book-entry form to your bank
or broker/dealer account at the Depository Trust Company. This option is
generally available only for stocks traded and held in the United
States. The Trustee will subtract any customary transfer and
registration charges from your In-Kind Distribution. As a tendering Unit
holder, you will receive your pro rata number of whole shares of the
eligible Securities that make up the portfolio, and cash from the
Capital Account equal to the non-eligible Securities and fractional
shares to which you are entitled.

The Trustee may sell Securities to make funds available for redemption.
If Securities are sold, the size and diversification of the Trust will
be reduced. These sales may result in lower prices than if the
Securities were sold at a different time.

Your right to redeem Units (and therefore, your right to receive
payment) may be delayed:

- If the NYSE is closed (other than customary weekend and holiday
closings);

- If the SEC determines that trading on the NYSE is restricted or that
an emergency exists making sale or evaluation of the Securities not
reasonably practical; or

- For any other period permitted by SEC order.

The Trustee is not liable to any person for any loss or damage which may
result from such a suspension or postponement.

The Redemption Price.

The Redemption Price per Unit is determined by the Trustee by:

adding

1. cash in the Income and Capital Accounts of the Trust not designated
to purchase Securities;

2. the aggregate underlying value of the Securities held in the Trust; and

3. dividends receivable on the Securities trading ex-dividend as of the
date of computation; and

deducting

1. any applicable taxes or governmental charges that need to be paid out
of the Trust;

2. any amounts owed to the Trustee for its advances;

3. estimated accrued expenses of the Trust, if any;

4. cash held for distribution to Unit holders of record of the Trust as
of the business day before the evaluation being made;

5. liquidation costs for foreign Securities, if any; and

6. other liabilities incurred by the Trust; and

dividing

1. the result by the number of outstanding Units of the Trust.

Any remaining deferred sales charge on the Units when you redeem them
will be deducted from your redemption proceeds. In addition, until the
earlier of six months after the Initial Date of Deposit or the end of
the initial offering period, the Redemption Price per Unit will include
estimated organization costs as set forth under "Fee Table."

Investing in a New Trust

The Trust's portfolio has been selected on the basis of capital
appreciation potential for a limited time period. When the Trust is
about to terminate, you may have the option to roll your proceeds into
the next series of the Trust (the "New Trust") if one is available. We
intend to create the New Trust in conjunction with the termination of

Page 22

the Trust and plan to apply the same strategy we used to select the
portfolio for the Trust to the New Trust.

If you wish to have the proceeds from your Units rolled into the New
Trust you must notify the Trustee in writing of your election by the
Rollover Notification Date stated in the "Summary of Essential
Information." As a Rollover Unit holder, your Units will be redeemed and
the underlying Securities sold by the Trustee, in its capacity as
Distribution Agent, during the Special Redemption and Liquidation
Period. The Distribution Agent may engage us or other brokers as its
agent to sell the Securities.

Once all of the Securities are sold, your proceeds, less any brokerage
fees, governmental charges or other expenses involved in the sales, will
be used to buy units of the New Trust or trust with a similar investment
strategy that you have selected, provided such trusts are registered and
being offered. Accordingly, proceeds may be uninvested for up to several
days. Units purchased with rollover proceeds will generally be purchased
subject to the maximum remaining deferred sales charge on such units
(currently expected to be $.165 per unit), but not the initial sales
charge. Units purchased using proceeds from Fee Accounts Units will
generally not be subject to any transactional sales charge.

We intend to create New Trust units as quickly as possible, depending on
the availability of the Securities contained in the New Trust's
portfolio. Rollover Unit holders will be given first priority to
purchase New Trust units. We cannot, however, assure the exact timing of
the creation of New Trust units or the total number of New Trust units
we will create. Any proceeds not invested on behalf of Rollover Unit
holders in New Trust units will be distributed within a reasonable time
after such occurrence. Although we believe that enough New Trust units
can be created, monies in the New Trust may not be fully invested on the
next business day.

Please note that there are certain tax consequences associated with
becoming a Rollover Unit holder. See "Tax Status." If you elect not to
participate as a Rollover Unit holder ("Remaining Unit holders"), you
will not incur capital gains or losses due to the Special Redemption and
Liquidation, nor will you be charged any additional sales charge. We may
modify, amend or terminate this rollover option upon 60 days notice.

Removing Securities from the Trust

The portfolio of the Trust is not managed. However, we may, but are not
required to, direct the Trustee to dispose of a Security in certain
limited circumstances, including situations in which:

- The issuer of the Security defaults in the payment of a declared
dividend;

- Any action or proceeding prevents the payment of dividends;

- There is any legal question or impediment affecting the Security;

- The issuer of the Security has breached a covenant which would affect
the payment of dividends, the issuer's credit standing, or otherwise
damage the sound investment character of the Security;

- The issuer has defaulted on the payment of any other of its
outstanding obligations;

- There has been a public tender offer made for a Security or a merger
or acquisition is announced affecting a Security, and that in our
opinion the sale or tender of the Security is in the best interest of
Unit holders; or

- The price of the Security has declined to such an extent, or such
other credit factors exist, that in our opinion keeping the Security
would be harmful to the Trust.

Except in the limited instance in which the Trust acquires Replacement
Securities, as described in "The FT Series," the Trust may not acquire
any securities or other property other than the Securities. The Trustee,
on behalf of the Trust, will reject any offer for new or exchanged
securities or property in exchange for a Security, such as those
acquired in a merger or other transaction. If such exchanged securities
or property are nevertheless acquired by the Trust, at our instruction
they will either be sold or held in the Trust. In making the
determination as to whether to sell or hold the exchanged securities or
property we may get advice from the Portfolio Supervisor. Any proceeds
received from the sale of Securities, exchanged securities or property
will be credited to the Capital Account of the Trust for distribution to
Unit holders or to meet redemption requests. The Trustee may retain and
pay us or an affiliate of ours to act as agent for the Trust to
facilitate selling Securities, exchanged securities or property from the
Trust. If we or our affiliate act in this capacity, we will be held

Page 23

subject to the restrictions under the Investment Company Act of 1940, as
amended.

The Trustee may sell Securities designated by us, or, absent our
direction, at its own discretion, in order to meet redemption requests
or pay expenses. In designating Securities to be sold, we will try to
maintain the proportionate relationship among the Securities. If this is
not possible, the composition and diversification of the Trust may be
changed. To get the best price for the Trust we may specify minimum
amounts (generally 100 shares) in which blocks of Securities are to be
sold. We may consider sales of Units of unit investment trusts which we
sponsor when we make recommendations to the Trustee as to which
broker/dealers they select to execute the Trust's portfolio
transactions, or when acting as agent for the Trust in acquiring or
selling Securities on behalf of the Trust.

Amending or Terminating the Indenture

Amendments. The Indenture may be amended by us and the Trustee without
your consent:

- To cure ambiguities;

- To correct or supplement any defective or inconsistent provision;

- To make any amendment required by any governmental agency; or

- To make other changes determined not to be materially adverse to your
best interests (as determined by us and the Trustee).

Termination. As provided by the Indenture, the Trust will terminate on
the Mandatory Termination Date. The Trust may be terminated prior to the
Mandatory Termination Date:

- Upon the consent of 100% of the Unit holders;

- If the value of the Securities owned by the Trust as shown by any
evaluation is less than the lower of $2,000,000 or 20% of the total
value of Securities deposited in the Trust during the initial offering
period ("Discretionary Liquidation Amount"); or

- In the event that Units of the Trust not yet sold aggregating more
than 60% of the Units of the Trust are tendered for redemption by
underwriters, including the Sponsor.

Prior to termination, the Trustee will send written notice to all Unit
holders which will specify how you should tender your certificates, if
any, to the Trustee. If the Trust is terminated due to this last reason,
we will refund your entire transactional sales charge; however,
termination of the Trust before the Mandatory Termination Date for any
other stated reason will result in all remaining unpaid deferred sales
charges on your Units being deducted from your termination proceeds. For
various reasons, including Unit holders' participation as Rollover Unit
holders, the Trust may be reduced below the Discretionary Liquidation
Amount and could therefore be terminated before the Mandatory
Termination Date.

Unless terminated earlier, the Trustee will begin to sell Securities in
connection with the termination of the Trust during the period beginning
nine business days prior to, and no later than, the Mandatory
Termination Date. We will determine the manner and timing of the sale of
Securities. Because the Trustee must sell the Securities within a
relatively short period of time, the sale of Securities as part of the
termination process may result in a lower sales price than might
otherwise be realized if such sale were not required at this time.

If you own at least 1,000 Units of the Trust the Trustee will send you a
form at least 30 days prior to the Mandatory Termination Date which will
enable you to receive an In-Kind Distribution (reduced by customary
transfer and registration charges and subject to any additional
restrictions imposed on Fee Accounts by "wrap fee" plans) rather than
the typical cash distribution. See "Tax Status" for additional
information. You must notify the Trustee at least ten business days
prior to the Mandatory Termination Date if you elect this In-Kind
Distribution option. If you do not elect to participate in either the
Rollover Option or the In-Kind Distribution option, you will receive a
cash distribution from the sale of the remaining Securities, along with
your interest in the Income and Capital Accounts, within a reasonable
time after your Trust is terminated. Regardless of the distribution
involved, the Trustee will deduct from the Trust any accrued costs,
expenses, advances or indemnities provided for by the Indenture,
including estimated compensation of the Trustee and costs of liquidation
and any amounts required as a reserve to pay any taxes or other
governmental charges.

Page 24

Information on the Sponsor, Trustee and Evaluator

The Sponsor.

We, Nike Securities L.P., specialize in the underwriting, trading and
wholesale distribution of unit investment trusts under the "First Trust"
brand name and other securities. An Illinois limited partnership formed
in 1991, we act as Sponsor for successive series of:

- The First Trust Combined Series

- FT Series (formerly known as The First Trust Special Situations Trust)

- The First Trust Insured Corporate Trust

- The First Trust of Insured Municipal Bonds

- The First Trust GNMA

First Trust introduced the first insured unit investment trust in 1974.
To date we have deposited more than $27 billion in First Trust unit
investment trusts. Our employees include a team of professionals with
many years of experience in the unit investment trust industry.

We are a member of the National Association of Securities Dealers, Inc.
and Securities Investor Protection Corporation. Our principal offices
are at 1001 Warrenville Road, Lisle, Illinois 60532; telephone number
(630) 241-4141. As of December 31, 1999, the total partners' capital of
Nike Securities L.P. was $19,881,035 (audited).

This information refers only to us and not to the Trust or to any series
of the Trust or to any other dealer. We are including this information
only to inform you of our financial responsibility and our ability to
carry out our contractual obligations. We will provide more detailed
financial information on request.

Code of Ethics. The Sponsor and the Trust have adopted a code of ethics
requiring the Sponsor's employees who have access to information on
Trust transactions to report personal securities transactions. The
purpose of the code is to avoid potential conflicts of interest and to
prevent fraud, deception or misconduct with respect to the Trust.

The Trustee.

The Trustee is The Chase Manhattan Bank, with its principal executive
office located at 270 Park Avenue, New York, New York 10017 and its unit
investment trust office at 4 New York Plaza, 6th Floor, New York, New
York, 10004-2413. If you have questions regarding the Trust, you may
call the Customer Service Help Line at 1-800-682-7520. The Trustee is
supervised by the Superintendent of Banks of the State of New York, the
Federal Deposit Insurance Corporation and the Board of Governors of the
Federal Reserve System.

The Trustee has not participated in selecting the Securities; it only
provides administrative services.

Limitations of Liabilities of Sponsor and Trustee.

Neither we nor the Trustee will be liable for taking any action or for
not taking any action in good faith according to the Indenture. We will
also not be accountable for errors in judgment. We will only be liable
for our own willful misfeasance, bad faith, gross negligence (ordinary
negligence in the Trustee's case) or reckless disregard of our
obligations and duties. The Trustee is not liable for any loss or
depreciation when the Securities are sold. If we fail to act under the
Indenture, the Trustee may do so, and the Trustee will not be liable for
any action it takes in good faith under the Indenture.

The Trustee will not be liable for any taxes or other governmental
charges or interest on the Securities which the Trustee may be required
to pay under any present or future law of the United States or of any
other taxing authority with jurisdiction. Also, the Indenture states
other provisions regarding the liability of the Trustee.

If we do not perform any of our duties under the Indenture or are not
able to act or become bankrupt, or if our affairs are taken over by
public authorities, then the Trustee may:

- Appoint a successor sponsor, paying them a reasonable rate not more
than that stated by the SEC;

- Terminate the Indenture and liquidate the Trust; or

- Continue to act as Trustee without terminating the Indenture.

The Evaluator.

The Evaluator is First Trust Advisors L.P., an Illinois limited
partnership formed in 1991 and an affiliate of the Sponsor. The
Evaluator's address is 1001 Warrenville Road, Lisle, Illinois 60532.

The Trustee, Sponsor and Unit holders may rely on the accuracy of any
evaluation prepared by the Evaluator. The Evaluator will make

Page 25

determinations in good faith based upon the best available information,
but will not be liable to the Trustee, Sponsor or Unit holders for
errors in judgment.

Other Information

Legal Opinions.

Our counsel is Chapman and Cutler, 111 W. Monroe St., Chicago, Illinois,
60603. They have passed upon the legality of the Units offered hereby
and certain matters relating to federal tax law. Carter, Ledyard &
Milburn acts as the Trustee's counsel, as well as special New York tax
counsel for the Trust.

Experts.

Ernst & Young LLP, independent auditors, have audited the Trust's
statement of net assets, including the schedule of investments, at the
opening of business on the Initial Date of Deposit, as set forth in
their report. We've included the Trust's statement of net assets,
including the schedule of investments, in the prospectus and elsewhere
in the registration statement in reliance on Ernst & Young LLP's report,
given on their authority as experts in accounting and auditing.

Supplemental Information.

If you write or call the Trustee, you will receive free of charge
supplemental information about this Series, which has been filed with
the SEC and to which we have referred throughout. This information
states more specific details concerning the nature, structure and risks
of this product.

Page 26

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Page 27

FIRST TRUST (R)

Value Line(R) 100 #1 Ranks Portfolio Series
FT 493

Sponsor:

Nike Securities L.P.

1001 Warrenville Road, Suite 300
Lisle, Illinois 60532
1-630-241-4141

Trustee:

The Chase Manhattan Bank

4 New York Plaza, 6th floor
New York, New York 10004-2413
1-800-682-7520
24-Hour Pricing Line:
1-800-446-0132

________________________

When Units of the Trust are no longer available, this prospectus may be
used as a preliminary prospectus for a future series, in which case you
should note the following:

THE INFORMATION IN THE PROSPECTUS IS NOT COMPLETE AND MAY BE CHANGED. WE
MAY NOT SELL, OR ACCEPT OFFERS TO BUY, SECURITIES OF A FUTURE SERIES
UNTIL THAT SERIES HAS BECOME EFFECTIVE WITH THE SECURITIES AND EXCHANGE
COMMISSION. NO SECURITIES CAN BE SOLD IN ANY STATE WHERE A SALE WOULD BE
ILLEGAL.

________________________

This prospectus contains information relating to Value Line(R) 100 #1
Ranks Portfolio Series, but does not contain all of the information
about this investment company as filed with the Securities and Exchange
Commission in Washington, D.C. under the:

- Securities Act of 1933 (file no. 333-53744) and

- Investment Company Act of 1940 (file no. 811-05903)

Information about the Trust, including its Code of Ethics, can be
reviewed and copied at the Securities and Exchange Commission's Public
Reference Room in Washington D.C. Information regarding the operation of
the Commission's Public Reference Room may be obtained by calling the
Commission at 1-202-942-8090.

Information about the Trust is available on the EDGAR Database on the
Commission's Internet site at
http://www.sec.gov.

To obtain copies at prescribed rates -

Write: Public Reference Section of the Commission
450 Fifth Street, N.W.;
Washington, D.C. 20549-0102
e-mail address: [email protected]

January 19, 2001

PLEASE RETAIN THIS PROSPECTUS FOR FUTURE REFERENCE

Page 28

First Trust (R)

The FT Series

Information Supplement

This Information Supplement provides additional information concerning
the structure, operations and risks of the unit investment trust
contained in FT 493 not found in the prospectus for the Trust. This
Information Supplement is not a prospectus and does not include all of
the information you should consider before investing in the Trust. This
Information Supplement should be read in conjunction with the prospectus
for the Trust in which you are considering investing.

This Information Supplement is dated January 19, 2001. Capitalized terms
have been defined in the prospectus.

Table of Contents

Value Line Publishing, Inc. 1

Risk Factors
Securities 1
Dividends 2
Concentrations

Healthcare 2

Technology 2
Portfolio 3

Value Line Publishing, Inc.

Value Line Publishing, Inc.'s ("VLPI") only relationship to Nike is
VLPI's licensing to Nike of certain VLPI trademarks and trade names and
the Value Line(R) Timeliness(TM) Ranking System (the "System"), which is
composed by VLPI without regard to Nike, this Product or any investor.
VLPI has no obligation to take the needs of Nike or any investor in the
Product into consideration in composing the System. The Product results
may differ from the hypothetical or published results of the Value
Line(R) Timeliness(TM) Ranking System. VLPI is not responsible for and
has not participated in the determination of the prices and composition
of the Product or the timing of the issuance for sale of the Product or
in the calculation of the equations by which the Product is to be
converted into cash.

VLPI MAKES NO WARRANTY CONCERNING THE SYSTEM, EXPRESS OR IMPLIED,
INCLUDING BUT NOT LIMITED TO, ANY IMPLIED WARRANTIES OF MERCHANTABILITY
OR FITNESS FOR A PARTICULAR PURPOSE OR ANY IMPLIED WARRANTIES ARISING
FROM USAGE OF TRADE, COURSE OF DEALING OR COURSE OF PERFORMANCE, AND
VLPI MAKES NO WARRANTY AS TO THE POTENTIAL PROFITS OR ANY OTHER BENEFITS
THAT MAY BE ACHIEVED BY USING THE SYSTEM OR ANY INFORMATION OR MATERIALS
GENERATED THEREFROM. VLPI DOES NOT WARRANT THAT THE SYSTEM WILL MEET ANY
REQUIREMENTS OR THAT IT WILL BE ACCURATE OR ERROR-FREE. VLPI ALSO DOES
NOT GUARANTEE ANY USES, INFORMATION, DATA OR OTHER RESULTS GENERATED
FROM THE SYSTEM. VLPI HAS NO OBLIGATION OR LIABILITY (I) IN CONNECTION
WITH THE ADMINISTRATION, MARKETING OR TRADING OF THE PRODUCT; OR (II)
FOR ANY LOSS, DAMAGE, COST OR EXPENSE SUFFERED OR INCURRED BY ANY
INVESTOR OR OTHER PERSON OR ENTITY IN CONNECTION WITH THIS PRODUCT, AND
IN NO EVENT SHALL VLPI BE LIABLE FOR ANY LOST PROFITS OR OTHER
CONSEQUENTIAL, SPECIAL, PUNITIVE, INCIDENTAL, INDIRECT OR EXEMPLARY
DAMAGES IN CONNECTION WITH THE PRODUCT.

Risk Factors

Securities. An investment in Units should be made with an understanding
of the risks which an investment in common stocks entails, including the
risk that the financial condition of the issuers of the Securities or

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the general condition of the relevant stock market may worsen, and the
value of the Securities and therefore the value of the Units may
decline. Common stocks are especially susceptible to general stock
market movements and to volatile increases and decreases of value, as
market confidence in and perceptions of the issuers change. These
perceptions are based on unpredictable factors, including expectations
regarding government, economic, monetary and fiscal policies, inflation
and interest rates, economic expansion or contraction, and global or
regional political, economic or banking crises. Both U.S. and foreign
markets have experienced substantial volatility and significant declines
recently as a result of certain or all of these factors.

Dividends. Shareholders of common stocks have rights to receive payments
from the issuers of those common stocks that are generally subordinate
to those of creditors of, or holders of debt obligations or preferred
stocks of, such issuers. Shareholders of common stocks of the type held
by the Trust have a right to receive dividends only when and if, and in
the amounts, declared by the issuer's board of directors and have a
right to participate in amounts available for distribution by the issuer
only after all other claims on the issuer have been paid or provided
for. Common stocks do not represent an obligation of the issuer and,
therefore, do not offer any assurance of income or provide the same
degree of protection of capital as do debt securities. The issuance of
additional debt securities or preferred stock will create prior claims
for payment of principal, interest and dividends which could adversely
affect the ability and inclination of the issuer to declare or pay
dividends on its common stock or the rights of holders of common stock
with respect to assets of the issuer upon liquidation or bankruptcy.
Cumulative preferred stock dividends must be paid before common stock
dividends, and any cumulative preferred stock dividend omitted is added
to future dividends payable to the holders of cumulative preferred
stock. Preferred stockholders are also generally entitled to rights on
liquidation which are senior to those of common stockholders.

Concentrations

Healthcare. An investment in Units of the Trust should be made with an
understanding of the problems and risks such an investment may entail.
Companies involved in advanced medical devices and instruments, drugs
and biotech have potential risks unique to their sector of the
healthcare field. These companies are subject to governmental regulation
of their products and services, a factor which could have a significant
and possibly unfavorable effect on the price and availability of such
products or services. Furthermore, such companies face the risk of
increasing competition from new products or services, generic drug
sales, the termination of patent protection for drug or medical supply
products and the risk that technological advances will render their
products obsolete. The research and development costs of bringing a drug
to market are substantial, and include lengthy governmental review
processes with no guarantee that the product will ever come to market.
Many of these companies may have losses and may not offer certain
products for several years. Such companies may also have persistent
losses during a new product's transition from development to production,
and revenue patterns may be erratic.

As the population of the United States ages, the companies involved in
the healthcare field will continue to search for and develop new drugs,
medical products and medical services through advanced technologies and
diagnostics. On a worldwide basis, such companies are involved in the
development and distributions of drugs, vaccines, medical products and
medical services. These activities may make the
biotechnology/pharmaceuticals sector very attractive for investors
seeking the potential for growth in their investment portfolio. However,
there are no assurances that the Trust's objectives will be met.

Legislative proposals concerning healthcare are proposed in Congress
from time to time. These proposals span a wide range of topics,
including cost and price controls (which might include a freeze on the
prices of prescription drugs). The Sponsor is unable to predict the
effect of any of these proposals, if enacted, on the issuers of
Securities in the Trust.

Technology. Technology companies generally include companies involved in
the development, design, manufacture and sale of computers and
peripherals, software and services, data networking/communications
equipment, internet access/information providers, semiconductors and
semiconductor equipment and other related products, systems and
services. The market for these products, especially those specifically
related to the Internet, is characterized by rapidly changing
technology, rapid product obsolescence, cyclical market patterns,
evolving industry standards and frequent new product introductions. The
success of the issuers of the Securities depends in substantial part on

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the timely and successful introduction of new products. An unexpected
change in one or more of the technologies affecting an issuer's products
or in the market for products based on a particular technology could
have a material adverse affect on an issuer's operating results.
Furthermore, there can be no assurance that the issuers of the
Securities will be able to respond in a timely manner to compete in the
rapidly developing marketplace.

Based on trading history of common stock, factors such as announcements
of new products or development of new technologies and general
conditions of the industry have caused and are likely to cause the
market price of high-technology common stocks to fluctuate
substantially. In addition, technology company stocks have experienced
extreme price and volume fluctuations that often have been unrelated to
the operating performance of such companies. This market volatility may
adversely affect the market price of the Securities and therefore the
ability of a Unit holder to redeem Units at a price equal to or greater
than the original price paid for such Units.

Some key components of certain products of technology issuers are
currently available only from single sources. There can be no assurance
that in the future suppliers will be able to meet the demand for
components in a timely and cost effective manner. Accordingly, an
issuer's operating results and customer relationships could be adversely
affected by either an increase in price for, or an interruption or
reduction in supply of, any key components. Additionally, many
technology issuers are characterized by a highly concentrated customer
base consisting of a limited number of large customers who may require
product vendors to comply with rigorous industry standards. Any failure
to comply with such standards may result in a significant loss or
reduction of sales. Because many products and technologies of technology
companies are incorporated into other related products, such companies
are often highly dependent on the performance of the personal computer,
electronics and telecommunications industries. There can be no assurance
that these customers will place additional orders, or that an issuer of
Securities will obtain orders of similar magnitude as past orders from
other customers. Similarly, the success of certain technology companies
is tied to a relatively small concentration of products or technologies.
Accordingly, a decline in demand of such products, technologies or from
such customers could have a material adverse impact on issuers of the
Securities.

Many technology companies rely on a combination of patents, copyrights,
trademarks and trade secret laws to establish and protect their
proprietary rights in their products and technologies. There can be no
assurance that the steps taken by the issuers of the Securities to
protect their proprietary rights will be adequate to prevent
misappropriation of their technology or that competitors will not
independently develop technologies that are substantially equivalent or
superior to such issuers' technology. In addition, due to the increasing
public use of the Internet, it is possible that other laws and
regulations may be adopted to address issues such as privacy, pricing,
characteristics, and quality of Internet products and services. For
example, recent proposals would prohibit the distribution of obscene,
lascivious or indecent communications on the Internet. The adoption of
any such laws could have a material adverse impact on the Securities in
the Trust.

Like many areas of technology, the semiconductor business environment is
highly competitive, notoriously cyclical and subject to rapid and often
unanticipated change. Recent industry downturns have resulted, in part,
from weak pricing, persistent overcapacity, slowdown in Asian demand and
a shift in retail personal computer sales toward the low end, or "sub-
$1,000" segment. Industry growth is dependent upon several factors,
including: the rate of global economic expansion; demand for products
such as personal computers and networking and communications equipment;
excess productive capacity and the resultant effect on pricing; and the
rate of growth in the market for low-priced personal computers.

Portfolio

Equity Securities Selected for the Value Line (R)
100 #1 Ranks Portfolio Series

Adobe Systems Incorporated, headquartered in San Jose, California,
develops, markets and supports computer software products and
technologies that enable users to express and use information across all
print and electronic media.

Advantage Learning Systems, Inc., headquartered in Wisconsin Rapids,
Wisconsin, provides learning information systems to kindergarten through
senior high (K-12) schools in the United States and Canada. The

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company's learning information systems consist of computer software and
related training.

Allied Waste Industries, Inc., headquartered in Scottsdale, Arizona, is
a vertically-integrated non-hazardous solid waste management company
with operations in 42 states.

ALZA Corporation, headquartered in Mountain View, California, is a
research-based pharmaceutical company with leading drug delivery
technologies, currently focusing on the areas of urology and oncology.

American Eagle Outfitters, Inc., headquartered in Warrendale,
Pennsylvania, is a specialty retailer of men's and women's casual
lifestyle apparel, footwear, and accessories.

AmeriSource Health Corporation (Class A), headquartered in Chesterbrook,
Pennsylvania, is a wholesale distributor of pharmaceuticals and related
healthcare services serving its customers nationwide through drug
distribution facilities and specialty products distribution facilities.

Anadarko Petroleum Corporation, headquartered in Houston, Texas,
explores for, develops, produces and markets natural gas, crude oil,
condensate and natural gas liquids, both domestically and
internationally. The company also participates in overseas exploration
joint ventures.

Anchor Gaming, headquartered in Las Vegas, Nevada, develops and
distributes unique proprietary games, operates casinos in Colorado, and
operates one of the largest gaming machine routes in Nevada.

Apollo Group, Inc. (Class A), headquartered in Phoenix, Arizona, through
subsidiaries, offers higher education programs and services for working
adults at over 100 campuses and learning centers in the United States,
Puerto Rico and London, England. The company offers accredited degree
programs, certificate programs and customized training.

Applera Corporation-Applied Biosystems Group, headquartered in Norwalk,
Connecticut, is engaged in research, development, manufacture, sale and
support of biochemical instrument systems, reagents and software and
related consulting and development services.

Applied Micro Circuits Corporation, headquartered in San Diego,
California, designs, makes and markets high-performance, high-bandwidth
silicon products for automated test equipment, high-speed computing and
military markets throughout the world.

Arkansas Best Corporation, headquartered in Fort Smith, Arkansas, is a
transportation holding company engaged primarily in motor carrier
transportation operations, intermodal transportation operations, truck
tire retreading and new truck tire sales.

BARRA, Inc., headquartered in Berkeley, California, develops, markets
and supports application software and information services used to
analyze, manage and trade portfolios of equity, fixed income,
derivatives and other financial instruments. The company and its
subsidiaries are engaged in integrated business activities that combine
technology, data, software and services to help clients make investment
and trading decisions.

BEA Systems, Inc., headquartered in San Jose, California, markets and
supports software used by large organizations to enable and support
their most critical business processes. The company's products have been
adopted in a wide variety of industries, including telecommunications,
banking and finance, manufacturing, retail and transportation.

Barrett Resources Corporation, headquartered in Denver, Colorado, is an
independent natural gas and oil exploration and production company with
core areas of activity in the Rocky Mountain Region of Colorado, Utah,
Wyoming and parts of Kansas and Oklahoma.

Beazer Homes USA, Inc., headquartered in Atlanta, Georgia, is a single-
family home builder with operations in Georgia, Arizona, California,
Florida, Maryland, Nevada, New Jersey, North Carolina, Pennsylvania,
South Carolina, Tennessee, Texas and Virginia.

Bed Bath & Beyond Inc., headquartered in Union, New Jersey, sells
domestic merchandise (bed linens, bath accessories and kitchen textiles)
and home furnishings (cookware, dinnerware, glassware and basic
housewares) through retail stores.

Biomet, Inc., headquartered in Warsaw, Indiana, and its subsidiaries,
make and sell reconstructive and trauma devices, electrical bone growth
stimulators, orthopedic support devices, operating room supplies,
powered surgical instruments, general surgical instruments, arthroscopy
products and craniomaxillofacial products. The company's products are
used primarily by orthopedic medical specialists in both surgical and
non-surgical therapy.

Biovail Corporation, headquartered in Mississauga, Ontario, Canada, is a
fully integrated pharmaceutical company specializing in the development

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of drugs utilizing advanced controlled-release, rapid dissolve, enhanced
absorption and taste masking technologies.

CAE, Inc., headquartered in Toronto, Ontario, Canada, operates
throughout Canada, the United States and Europe developing and producing
electronic simulation training systems for commercial airlines, the
military and space agencies and providing contractor training services
for the military.

Cardinal Health, Inc., headquartered in Dublin, Ohio, distributes a
broad line of pharmaceuticals, surgical and hospital supplies,
therapeutic plasma and other specialty pharmaceutical products, health
and beauty care products and other items typically sold by hospitals,
retail drug stores and other healthcare providers. The company also
makes, leases and sells point-of-use pharmacy systems; provides pharmacy
management services; and franchises apothecary-style pharmacies.

Caremark Rx, Inc., headquartered in Birmingham, Alabama, provides
pharmacy benefit management services and therapeutic pharmaceutical
services.

The Cheesecake Factory Incorporated, headquartered in Calabasas Hills,
California, operates upscale, full-service, casual dining restaurants
under the name "The Cheesecake Factory" in 11 states and Washington,
D.C. The company also operates a self-service, limited menu "express"
operation at DisneyQuest in Orlando, Florida and a bakery production
facility.

Cirrus Logic, Inc., headquartered in Austin, Texas, manufactures
integrated circuits for the personal computer, consumer and industrial
markets. The company offers products and technologies for multimedia,
wireless and wireline communications, magnetic hard disk and CD-ROM
storage, and data acquisition applications.

Cognizant Technology Solutions Corporation, headquartered in Teaneck,
New Jersey, provides full life cycle solutions to complex software
development and maintenance problems that companies face as they
transition to e-business.

Columbia Sportswear Company, headquartered in Portland, Oregon, is one
of the largest outerwear manufacturers in the world and leading seller
of skiwear in the United States.

Comverse Technology, Inc., headquartered in Woodbury, New York, makes
and sells computer and telecommunications systems for multimedia
communications and information processing applications, which are used
by telephone network operators, government agencies, call centers,
financial institutions and other public and commercial organizations
worldwide.

Concord EFS, Inc., headquartered in Memphis, Tennessee, provides
electronic transaction authorization, processing, settlement and funds
transfer services on a nationwide basis.

Cytyc Corporation, headquartered in Boxborough, Massachusetts, designs,
develops, makes and sells the "ThinPrep" sample preparation system for
the automated preparation of microscope slides of cervical cell
specimens for use in cervical cancer screening, as well as for the
preparation of non-gynecological cell specimens.

DST Systems, Inc., headquartered in Kansas City, Missouri, provides
information processing and computer software services and products,
primarily to mutual funds, insurance providers, banks and other
financial service organizations.

DeVry, Inc., headquartered in Oakbrook Terrace, Illinois, provides
career-oriented technology-based education to high school graduates in
the United States and Canada, through its wholly-owned subsidiaries
DeVry Institutes of Technology, Denver Technical College, Keller
Graduate School of Management and Becker Conviser CPA Review.

Diagnostic Products Corporation, headquartered in Los Angeles,
California, develops, manufactures and markets medical immunodiagnostic
test kits which utilize state-of-the-art technology derived from
immunology and molecular biology. The company also makes automated
laboratory instruments.

Education Management Corporation, headquartered in Pittsburgh,
Pennsylvania, provides proprietary postsecondary education in the United
States based on student enrollments and revenues, including associate's
and bachelor's degree programs and non-degree programs in the areas of
design, media arts, culinary arts, fashion and paralegal studies.

Esterline Technologies Corporation, headquartered in Bellevue,
Washington, primarily serves aerospace and defense customers with
products for avionics, propulsion and guidance systems.

Everest Re Group, Ltd., headquartered in St. Michael, Barbados, through
its wholly-owned subsidiary Everest Reinsurance Company, is engaged in

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the underwriting of property and casualty reinsurance on a treaty and
facultative basis for insurance and reinsurance companies in the United
States and selected international markets.

Express Scripts, Inc. (Class A), headquartered in Maryland Heights,
Missouri, is an independent pharmacy benefit manager and managed care
company that provides a broad range of pharmacy benefit and medical
information management services, as well as managed vision care programs.

Extended Stay America, Inc., headquartered in Fort Lauderdale, Florida,
develops, owns and operates extended-stay lodging facilities which
provide an affordable and attractive lodging alternative at a variety of
price points for value-conscious guests.

Forward Air Corporation, headquartered in Greeneville, Tennessee,
provides scheduled transportation services to air freight forwarders,
fully integrated air cargo carriers and domestic and international
airlines.

GreenPoint Financial Corp., headquartered in New York, New York, is a
national specialty housing finance company that provides a variety of
financial services, primarily through its three subsidiaries: GreenPoint
Bank, GreenPoint Mortgage Funding, Inc. and GreenPoint Credit, LLC.

HCA-The Healthcare Company, headquartered in Nashville, Tennessee,
through subsidiaries and affiliated partnerships, is one of the leading
providers of healthcare services in the United States. The company
operates general, acute care and psychiatric hospitals as well as
outpatient surgery centers.

Health Management Associates, Inc., headquartered in Naples, Florida,
provides general acute health services in non-urban locations through
the operation of general hospitals and psychiatric hospitals.

D.R. Horton, Inc., headquartered in Arlington, Texas, is one of the most
geographically diversified homebuilders in the United States, with
operating divisions in 23 states. The company positions itself between
large-volume and local custom homebuilders and sells its single-family
homes to the entry-level and move-up market segments.

i2 Technologies, Inc., headquartered in Dallas, Texas, provides supply
chain management software, which encompasses the planning and scheduling
of manufacturing and related logistics from raw materials procurement
through work-in-process to customer delivery. The company's product,
"RHYTHM," generates integrated solutions to planning and scheduling
problems.

IDEC Pharmaceuticals Corporation, headquartered in San Diego,
California, develops products for the long-term management of immune
system cancers and autoimmune and inflammatory diseases. The company's
lead immune system, cancer and rheumatoid arthritis products are
genetically engineered to combat disease through the patient's immune
system.

IVAX Corporation, headquartered in Miami, Florida, researches, develops,
makes and sells generic and branded pharmaceuticals. The company's
business is focused primarily in oncology products, respiratory products
and specialty generic pharmaceuticals.

Immunex Corporation, headquartered in Seattle, Washington, discovers,
develops, makes and markets therapeutic products for the treatment of
cancer, infectious diseases and immunological disorders. The company's
products are sold worldwide.

IMPATH Inc., headquartered in New York, New York, provides the expertise
to establish correct diagnosis, accurate prognosis, treatment
determination and patient follow-up, all of which are essential for
making medically optimal and cost-effective cancer management decisions.
The company is focused exclusively on the analysis of cancer, combining
advanced technologies and medical expertise to provide patient-specific
diagnostic, prognostic and treatment information to physicians involved
in the treatment of cancer.

International Game Technology, headquartered in Reno, Nevada, is an
operator and manufacturer of computerized casino gaming products and
proprietary gaming systems.

Kaufman & Broad Home Corporation, headquartered in Los Angeles,
California, is a builder of single-family homes, with domestic
operations in six western states and international operations in France.

Keithley Instruments, Inc., headquartered in Solon, Ohio, provides
electrical measurement solutions to wireless communications,
semiconductor and electronic component manufacturers, other high-growth
areas of the electronics industry and research laboratories.

King Pharmaceuticals, Inc., headquartered in Bristol, Tennessee, is a
vertically integrated pharmaceutical company that manufactures, markets

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and sells primarily branded prescription pharmaceutical products.

Laboratory Corporation of America Holdings, headquartered in Burlington,
North Carolina, offers medical testing services through a national
network of laboratories. The company's broad range of testing services
are used by the medical profession for the diagnosis, monitoring and
treatment of disease and other clinical states.

Lennar Corporation, headquartered in Miami, Florida, is engaged in the
two principal businesses of building and selling homes and providing
mortgage financing services.

Lincare Holdings Inc., headquartered in Clearwater, Florida, is one of
the nation's largest providers of oxygen and other respiratory therapy
services to patients in their homes.

Mentor Graphics Corporation, headquartered in Wilsonville, Oregon,
manufactures, markets and supports software and hardware Electronic
Design Automation (EDA) products, embedded systems software products and
provides related services that enable engineers to design, analyze,
simulate, model, implement and verify the components of electronic
systems.

Mercury Interactive Corporation, headquartered in Sunnyvale, California,
develops, markets and supports a family of automated client/server and
Web-based system (Internet and intranets) tools for testing business-
critical enterprise applications.

Mitchell Energy & Development Corp., headquartered in The Woodlands,
Texas, produces natural gas and oil, and gathers and markets natural gas
liquids in Texas, Louisiana and Oklahoma.

NVR, Inc., headquartered in McLean, Virginia, is a holding company that
currently operates, through its subsidiaries, in two business segments:
the construction and marketing of homes and mortgage banking.

Newport Corporation, headquartered in Irvine, California, designs, makes
and markets components and systems which enhance productivity and
capabilities of automated assembly and test and measurement for high
precision manufacturing and engineering applications. The company's
products are used in semiconductor manufacturing and testing, fiber
optic communications and other commercial applications that require ever
increasing higher-precision and tighter tolerances.

OMI Corporation, headquartered in Stamford, Connecticut, operates as a
bulk shipping company which provides seaborne transportation services,
primarily of crude oil and petroleum products, in the international
shipping market. The company's client base includes major independent
and state-owned oil companies, oil traders and government entities.

Oakley, Inc., headquartered in Foothill Ranch, California, designs,
makes and distributes high-performance eyewear and athletic equipment
used by a variety of athletes such as skiers, cyclists, runners,
surfers, golfers, tennis and baseball players, and motocross riders, as
well as for the nonsports market.

O'Reilly Automotive, Inc., headquartered in Springfield, Missouri, is
one of the largest specialty retailers of automotive aftermarket parts,
tools, supplies, equipment and accessories in the United States, selling
its products to both do-it-yourself customers and professional
installers. The company's retail stores are located in Missouri,
Arkansas, Illinois, Iowa, Kansas, Louisiana, Nebraska, Oklahoma and Texas.

Orthodontic Centers of America, Inc., headquartered in Ponte Vedra
Beach, Florida, develops and manages orthodontic practices located in 41
states. The company's services include operations, financial, marketing
and administrative services provided to the orthodontic centers.

Oxford Health Plans, Inc., headquartered in Trumbull, Connecticut,
provides health benefit plans including point-of-service Freedom and
Liberty Plans, traditional health maintenance organizations, dental
plans and third party employer funded benefit plans in Connecticut,
Florida, Illinois, New Hampshire, New Jersey, New York and Pennsylvania.

Park Electrochemical Corp., headquartered in Lake Success, New York,
designs, produces and markets advanced electronic materials used to
fabricate multilayer printed circuit boards and other interconnect
systems.

Paychex, Inc., headquartered in Rochester, New York, provides payroll
processing, human resource and benefits outsourcing solutions for small-
to medium-sized businesses nationwide.

Performance Food Group Company, headquartered in Richmond, Virginia, is
engaged in the marketing, processing and sale of food and food-related
products to restaurants, hotels, cafeterias, schools, hospitals and
other businesses and institutions.

Pharmaceutical Product Development, Inc., headquartered in Wilmington,
North Carolina, provides a broad range of integrated product development

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services on a global basis to complement the research and development
activities of companies in the pharmaceutical and biotechnology
industries. The company offers assessment and management of chemical and
environmental health risk and provides research, development and
consulting services in the life, environmental and discovery sciences.

Phillips-Van Heusen Corporation, headquartered in New York, New York, is
a vertically integrated manufacturer, marketer and retailer of men's,
women's and children's apparel and footwear.

Plexus Corp., headquartered in Neenah, Wisconsin, provides product
realization services to original equipment manufacturers in the
computer, medical, industrial, telecommunications and transportation
electronics industries.

Polycom, Inc., headquartered in Milpitas, California, develops,
manufactures and markets communication tools and network solutions that
enable business users to realize video, voice and data over converged
networks.

Power-One, Inc., headquartered in Camarillo, California, makes standard
linear AC/DC products; low-range, mid-range and high-range power
switchers; DC/DC converters; and custom products for select original
equipment manufacturers to meet unique requirements in size, wattage or
configuration. The company markets to both distributors and original
equipment manufacturers (OEMs) in the communications, automatic test
equipment, medical equipment, industrial and other electronic equipment
industries.

Precision Castparts Corp., headquartered in Portland, Oregon, makes
complex metal components and products, serving a wide variety of
aerospace and general industrial applications. The company manufactures
large, complex structural investment castings and airfoil castings used
in jet aircraft engines. In addition, the company has expanded into the
industrial gas turbine, fluid management, industrial metalworking tools
and machines and other metal products markets.

Priority Healthcare Corporation (Class B), headquartered in Altamonte
Springs, Florida, distributes specialty pharmaceuticals and related
medical supplies to alternate healthcare markets; and provides patient-
specific, self-injectable biopharmaceuticals and disease treatment
programs to individuals with chronic diseases.

Pulte Corporation, headquartered in Bloomfield Hills, Michigan, is a
holding company whose subsidiaries are engaged in homebuilding and
financial services businesses.

QLogic Corporation, headquartered in Costa Mesa, California, designs and
supplies semiconductor products that provide interface connections
between computer systems and their attached data storage peripherals
such as hard disk drives, tape drives and subsystems.

Quest Diagnostics Incorporated, headquartered in Teterboro, New Jersey,
provides diagnostic testing, information and services to physicians,
hospitals, managed care organizations, employers and government
agencies. The wide variety of tests performed on human tissue and fluids
help doctors and hospitals diagnose, treat and monitor disease. The
company also conducts research, specializes in esoteric testing using
genetic screening and other advanced technologies, performs clinical
studies testing, and manufactures and distributes diagnostic test kits
and instruments.

Rambus Inc., headquartered in Los Altos, California, designs, develops,
licenses and markets high-speed chip-to-chip interface technology to
enhance the performance and cost-effectiveness of computers, consumer
electronics and other electronic systems.

ResMed Inc., headquartered in San Diego, California, makes and
distributes medical equipment for the treatment of sleep disordered
breathing related respiratory conditions. The company sells a
comprehensive range of treatment and diagnostic devices.

The Ryland Group, Inc., headquartered in Calabasas, California, and
subsidiaries consist of two business segments: homebuilding and
financial services.

SEI Investments Company, headquartered in Oaks, Pennsylvania, provides
global investment solutions to institutions and individuals and business
solutions to investment advisors and other financial intermediaries.

SICOR Inc., headquartered in Irvine, California, is a specialty
pharmaceutical company focused on the development, manufacturing and
marketing of products for worldwide oncology and injectable
pharmaceutical markets.

SanDisk Corporation, headquartered in Sunnyvale, California, designs,
makes and sells solid-state data, image and audio storage products using

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proprietary high density flash memory and controller technologies.

Sanmina Corporation, headquartered in San Jose, California, makes
complex printed circuit board assemblies, custom-designed backplane
assemblies and subassemblies, multilayer printed circuit boards and
custom cable and wire harness assemblies; and tests and assembles
electronic sub-systems and systems.

Sawtek Inc., headquartered in Apopka, Florida, designs, develops,
manufactures and markets a broad range of electric signal processing
components based on surface acoustic wave technology.

Siebel Systems, Inc., headquartered in San Mateo, California, designs,
sells and supports enterprise-class sales and marketing information
software systems. The company also designs, develops and markets a Web-
based application software product.

Silicon Storage Technology, Inc., headquartered in Sunnyvale,
California, designs, makes and markets flash memory devices, based on
its "SuperFlash" technology, for the computer, communications and
consumer markets.

Standard Pacific Corp., headquartered in Irvine, California, is a
geographically diversified builder of single-family homes throughout the
metropolitan markets of California, Arizona and Texas.

Stewart & Stevenson Services, Inc., headquartered in Houston, Texas,
markets industrial equipment and related parts; manufactures the U.S.
Army's medium tactical vehicles; and manufactures equipment for oil and
gas exploration, production and well stimulation industries.

SunGard Data Systems, Inc., headquartered in Wayne, Pennsylvania,
provides integrated technology solutions, principally proprietary
software and application services to the financial services industry;
and business continuity and Internet services, comprised of high-
availability infrastructure, Web-hosting, co-location, outsourcing and
remote-access computer services.

Sunrise Assisted Living, Inc., headquartered in McLean, Virginia, is a
provider of assisted living services to the elderly, with assisted
living facilities in 23 states and the United Kingdom.

The Talbots, Inc., headquartered in Hingham, Massachusetts, sells
classic apparel, shoes and accessories for women, boys and girls through
its retail stores in the United States, Canada, and the United Kingdom,
and through 25 catalogs.

Tetra Tech, Inc., headquartered in Pasadena, California, provides
specialized management consulting and technical services in three
principal business areas: resource management, infrastructure and
communications.

The Timberland Company (Class A), headquartered in Stratham, New
Hampshire, designs, develops, makes and markets boots, shoes, apparel
and accessories under the "Timberland" brand name.

Toll Brothers, Inc., headquartered in Huntingdon Valley, Pennsylvania,
designs, builds, markets and finances single-family detached and
attached homes in middle and high income residential communities located
mainly on land the company has developed in suburban residential areas.
The company also provides financing to customers.

TranSwitch Corporation, headquartered in Shelton, Connecticut, designs,
develops, markets and supports highly integrated digital and mixed-
signal semiconductor solutions for the telecommunications and data
communications markets. The company offers a family of Very Large Scale
Integrated (VLSI) devices to original equipment manufacturers (OEMs)
serving four markets: worldwide public telephone networks, local area
networks (LANs), wide area networks (WANs) and cable television (CATV)
systems.

Trigon Healthcare, Inc., headquartered in Richmond, Virginia, is one of
the largest managed healthcare companies in Virginia, primarily serving
its members through statewide and regional provider networks.

UnitedHealth Group Incorporated, headquartered in Minnetonka, Minnesota,
is aligned into six businesses which work together to provide customers
with an integrated set of health and well-being products and services.
These businesses include: UnitedHealthcare, Uniprise, Ovations,
Specialized Care Services, Ingenix and The Center for Health Care Policy
and Evaluation.

Universal Health Services, Inc. (Class B), headquartered in King of
Prussia, Pennsylvania, owns and operates acute care hospitals,
behavioral health centers and women's hospitals; and operates/manages
surgery and radiation oncology centers.

Page 9

Waters Corporation, headquartered in Milford, Massachusetts, makes,
distributes and provides high performance liquid chromatography ("HPLC")
instruments, chromatography columns and other consumables, and related
service.

We have obtained the foregoing descriptions from sources we deem
reliable. We have not independently verified the provided information
either in terms of accuracy or completeness.

Page 10

CONTENTS OF REGISTRATION STATEMENT

A. Bonding Arrangements of Depositor:

Nike Securities L.P. is covered by a Brokers' Fidelity Bond,
in the total amount of $1,000,000, the insurer being
National Union Fire Insurance Company of Pittsburgh.

B. This Registration Statement on Form S-6 comprises the
following papers and documents:

The facing sheet

The Prospectus

The signatures

Exhibits

S-1
SIGNATURES

The Registrant, FT 493, hereby identifies The First Trust
Special Situations Trust, Series 4; The First Trust Special
Situations Trust, Series 18; The First Trust Special Situations
Trust, Series 69; The First Trust Special Situations Trust,
Series 108; The First Trust Special Situations Trust, Series 119;
The First Trust Special Situations Trust, Series 190; FT 286; The
First Trust Combined Series 272; FT 412; and FT 438 for purposes
of the representations required by Rule 487 and represents the
following:

(1) that the portfolio securities deposited in the series
as to the securities of which this Registration Statement is
being filed do not differ materially in type or quality from
those deposited in such previous series;

(2) that, except to the extent necessary to identify the
specific portfolio securities deposited in, and to provide
essential financial information for, the series with respect to
the securities of which this Registration Statement is being
filed, this Registration Statement does not contain disclosures
that differ in any material respect from those contained in the
registration statements for such previous series as to which the
effective date was determined by the Commission or the staff; and

(3) that it has complied with Rule 460 under the Securities
Act of 1933.

Pursuant to the requirements of the Securities Act of 1933,
the Registrant, FT 493, has duly caused this Amendment to
Registration Statement to be signed on its behalf by the
undersigned, thereunto duly authorized, in the Village of Lisle
and State of Illinois on January 19, 2001.

FT 493

By NIKE SECURITIES L.P.
Depositor

By Robert M. Porcellino
Senior Vice President

S-2

Pursuant to the requirements of the Securities Act of 1933,
this Amendment to the Registration Statement has been signed
below by the following person in the capacity and on the date
indicated:

NAME TITLE* DATE

David J. Allen Sole Director )
of Nike Securities )
Corporation, the ) January 19, 2001
General Partner of )
Nike Securities L.P. )
)
)
) Robert M. Porcellino
) Attorney-in-Fact**
)
)

* The title of the person named herein represents his
capacity in and relationship to Nike Securities L.P.,
Depositor.

** An executed copy of the related power of attorney
was filed with the Securities and Exchange Commission in
connection with the Amendment No. 1 to Form S-6 of The
First Trust Combined Series 258 (File No. 33-63483) and
the same is hereby incorporated herein by this reference.

S-3
CONSENT OF INDEPENDENT AUDITORS

We consent to the reference to our firm under the caption
"Experts" and to the use of our report dated January 19, 2001 in
Amendment No. 1 to the Registration Statement (Form S-6) (File
No. 333-53744) and related Prospectus of FT 493.

ERNST & YOUNG LLP

Chicago, Illinois
January 19, 2001

CONSENTS OF COUNSEL

The consents of counsel to the use of their names in the
Prospectus included in this Registration Statement will be
contained in their respective opinions to be filed as Exhibits
3.1, 3.2, 3.3 and 3.4 of the Registration Statement.

CONSENT OF FIRST TRUST ADVISORS L.P.

The consent of First Trust Advisors L.P. to the use of its
name in the Prospectus included in the Registration Statement
will be filed as Exhibit 4.1 to the Registration Statement.

S-4
EXHIBIT INDEX

1.1 Form of Standard Terms and Conditions of Trust for The
First Trust Special Situations Trust, Series 22 and
certain subsequent Series, effective November 20, 1991
among Nike Securities L.P., as Depositor, United States
Trust Company of New York as Trustee, Securities
Evaluation Service, Inc., as Evaluator, and First Trust
Advisors L.P. as Portfolio Supervisor (incorporated by
reference to Amendment No. 1 to Form S-6 [File No. 33-
43693] filed on behalf of The First Trust Special
Situations Trust, Series 22).

1.1.1 Form of Trust Agreement for FT 493 among Nike Securities
L.P., as Depositor, The Chase Manhattan Bank, as
Trustee, First Trust Advisors L.P., as Evaluator, and
First Trust Advisors L.P., as Portfolio Supervisor.

1.2 Copy of Certificate of Limited Partnership of Nike
Securities L.P. (incorporated by reference to Amendment
No. 1 to Form S-6 [File No. 33-42683] filed on behalf of
The First Trust Special Situations Trust, Series 18).

1.3 Copy of Amended and Restated Limited Partnership
Agreement of Nike Securities L.P. (incorporated by
reference to Amendment No. 1 to Form S-6 [File No. 33-
42683] filed on behalf of The First Trust Special
Situations Trust, Series 18).

1.4 Copy of Articles of Incorporation of Nike Securities
Corporation, the general partner of Nike Securities
L.P., Depositor (incorporated by reference to Amendment
No. 1 to Form S-6 [File No. 33-42683] filed on behalf of
The First Trust Special Situations Trust, Series 18).

1.5 Copy of By-Laws of Nike Securities Corporation, the
general partner of Nike Securities L.P., Depositor
(incorporated by reference to Amendment No. 1 to Form S-
6 [File No. 33-42683] filed on behalf of The First Trust
Special Situations Trust, Series 18).

1.6 Underwriter Agreement (incorporated by reference to
Amendment No. 1 to Form S-6 [File No. 33-48055] filed on
behalf of The First Trust Special Situations Trust,
Series 19).

2.1 Copy of Certificate of Ownership (included in Exhibit
1.1 filed herewith on page 2 and incorporated herein by
reference).

2.2 Copy of Code of Ethics (incorporated by reference to
Amendment No. 1 to form S-6 [File No. 333-31176] filed
on behalf of FT 415).
S-5

3.1 Opinion of counsel as to legality of securities being
registered.

3.2 Opinion of counsel as to Federal income tax status of
securities being registered.

3.3 Opinion of counsel as to New York income tax status of
securities being registered.

3.4 Opinion of counsel as to advancement of funds by
Trustee.

4.1 Consent of First Trust Advisors L.P.

6.1 List of Directors and Officers of Depositor and other
related information (incorporated by reference to
Amendment No. 1 to Form S-6 [File No. 33-42683] filed on
behalf of The First Trust Special Situations Trust,
Series 18).

7.1 Power of Attorney executed by the Director listed on
page S-3 of this Registration Statement (incorporated by
reference to Amendment No. 1 to Form S-6 [File No. 33-
63483] filed on behalf of The First Trust Combined
Series 258).

S-6